Company names should be carefully considered before they are registered at Companies House. Ideally, you should choose something that effectively conveys the purpose of your business and reflects its values. However, you must also ensure that your company name is available to register and complies with UK company law and secondary legislation.
Rules and restrictions on UK company names
The rules and restrictions on UK company names are set out in the Companies Act 2006, the Company, Limited Liability Partnership and Business (Names and Trading Disclosures) Regulations 2015 (SI 2015/17), and the Company, Limited Liability Partnership and Business (Sensitive Words and Expressions) Regulations 2014 (SI 2014/3140).
When choosing a company name, the main considerations you must take into account are as follows:
- You cannot register a company name that is the ‘same as’ or ‘too like’ the name of any other company on the register. This could be misleading to the public and may cause your company to be mistaken for another business. However, these rules do not apply if the new company is going to be part of the same group as the existing company, or the existing company consents to the registration of the name.
- You must avoid using any words that might imply a connection with the UK government or a public authority, a devolved government or administration, the Royal family, or any other kind of official body or organisation.
- Be wary of including words and expressions that could suggest business pre-eminence or a particular status.
- Making reference to a geographical location (e.g. ‘London’, ‘England’, ‘United Kingdom’) in company names could imply connection to an official body or administrative authority. Any such reference requires approval from the Secretary of State at Companies House.
- Your company name should not contain any words that could be considered offensive, nor should the name itself be offensive in nature. Any allusion to criminal activities in also prohibited.
- If you wish to include a word that implies a specific profession or function, you must provide evidence that you are legally qualified or permitted to offer such services. Prior approval from the relevant body will also be required.
- To avoid IP infringement and potential legal disputes, check the Trade Mark register to ensure the name is not registered as a trade mark.
Including ‘Limited’ or ‘Ltd’ in a company name
Private limited companies are legally required to include ‘Limited’ or ‘Ltd’ at the end of their name. Companies registered in Wales can use ‘Cyfyngedig’ or ‘CFY’ instead. However, certain limited by guarantee companies can apply for exemption.
There is no legal difference between the full word and the abbreviation. You can register your company with either version and interchange between the two at any time after incorporation.
The version you choose during the company formation process will be displayed on your certificate of incorporation, but you can use either version on your business stationery and signage, as long as you display the full company name.
Can I register a name that is similar to an existing company name?
The Companies Act 2006 prohibits the registration of company names that are the ‘same as’ or ‘too like’ the name of an existing limited company on the register. These restrictions are in place to avoid potential confusion between different companies.
If you discover that your proposed name is very similar to another company name, you will not be allowed to use it unless:
- your company is going to be part of the same group as the existing company, or
- the existing company provides written confirmation stating that it has no objection to the registration of the name
What are ‘sensitive’ words and expressions in limited company names?
There are a number of words and phrases that UK company law defines as ‘sensitive’ due to their potential to mislead, confuse, or offend the general public. Sensitive words and expressions require permission from the Secretary of State at Companies House, or another governing body, before they can be included in limited company names.
If you plan to register a company name that includes any of these restricted words or expressions, you must provide supporting documentation with your company formation application to confirm that the use of the word or expression is permitted.
Using dissolved company names
There are no legal restrictions preventing the use of dissolved company names. If this is something you are considering, you should carry out extensive research on the company that previously traded under the name you plan to use. This will help you to determine whether any negative associations are attached to the name.
Whilst your company will be issued with a unique company registration number, this doesn’t really mean anything to consumers and creditors who may have bad relations or unresolved issues with the dissolved company. This could have a detrimental impact on the reputation and success of your new business.
You may be able to find out lots of useful information by simply entering the company name into a search engine. You should also consider viewing the dissolved company’s last set of accounts, which will be available online through Companies House Service or WebCheck. A credit check is worth considering as well. This will tell you whether the company has any County Court Judgements (CCJs).
Find out if your proposed company name is available
You can check the availability of proposed company names online using 1st Formations’ free company name-check facility. Simply type in a name and our system will compare it against the names of all existing companies on the register.
If it is unavailable, make adjustments until you find an available name you are happy with. If you have to provide additional documentation to support the use of sensitive words or expressions, our name-check facility will tell you.
How to register a company name at Companies House
To register a company name, you must incorporate a limited company at Companies House. The most popular and affordable way to do this is through an approved company formation agent like 1st Formations.
The entire process is carried out online. Registrations are normally approved within 3-6 working hours. Companies are ready-to-trade immediately, and all registered details are displayed on public record thereafter.
If you simply want to protect a company name or register a company for later use, you can make your new company dormant by contacting HMRC after incorporation.
What happens if my company name is rejected by Companies House?
If Companies House rejects the registration of your company name, your application will not be approved. You will need to choose a new company name and resubmit your application. The way in which you are notified and required to resubmit your application will depend on the incorporation service used:
1st Formations services
If you use our services, you will submit an application online. Any problems will be immediately brought to your attention via email. If your company name is rejected or you are asked to provide supporting documentation, you will find out immediately and be able to resubmit your amended application and/or supporting documentation online.
This should not cause any significant delay to your application, nor will there be any additional charge for resubmitting an application or for filing additional documentation. The registration could still be approved on the same day.
Companies House services
If you use a Companies House postal application, you will be notified by post if your proposed company name is rejected. You will then need to resubmit your application by post. If you apply online via Companies House Web Incorporation Service, you will be notified by email, but you will have to resubmit your application by post.
Can I protect a company name without setting up a company?
The only way to protect a company name is to register a company. If you have a name in mind but you are not quite ready to start trading, you can simply form a new private limited company and make it dormant. The new name will be reserved within 3-6 working hours and you can begin trading whenever you’re ready. Our digital package is ideal for this purpose.
Do I have to trade under my company name?
You can trade under a different name, as long as it’s not too similar to the name of another registered company or subject to any other restrictions or prohibition.
When you are choosing a trading name, you should apply the same precautions and checks you used when choosing your company name. You will still need to display your registered company name wherever your trading name is shown.
How to change a company name after incorporation
Company names can be changed at any point after incorporation. To do so, you must pass a special resolution of the members or a resolution of the directors, depending on the terms set out in the company’s articles of association.
Change of name by special resolution
A special resolution is a binding decision made by the members of a limited company. To pass a special resolution, a 75% majority vote must be achieved – the percentage relates to the number of voting shares in favour of the resolution, not the number of members who favour the change.
A special resolution can be passed by a show of hands or ballot at a general meeting of the shareholders, or by written resolution.
When a special resolution is passed, a copy should be delivered by post to Companies House, along with Form NM01 and the required processing fee. The new name will be updated on the public register within 24 hours of approval.
Change of name by means provided for in the Articles
Directors can change the name of a company if the articles of association grant them such powers. The approval of members is not required in this instance.
The directors will usually hold a board meeting to discuss the matter. If a change of name is agreed, the directors should complete Form NM04 and deliver it to Companies House. Unlike the NM01, this form must be submitted by post.
You must continue using your existing company name until Companies House issues a ‘Certificate of Incorporation on Change of Name’ and updates the public register.
As soon as your new name has been approved and you receive your certificate, you should notify HMRC and all company contacts, including directors and shareholders, employees, clients, suppliers, landlords, banks and lenders, etc.
You must also update your company name on all signage, stationery, websites, and promotional material.
What is a Change of Company Name Certificate?
If you change your company name at any time after incorporation, Companies House will issue a certificate confirming the new name and the date from which it takes effect. This is called a ‘Certificate of Incorporation on Change of Name’, or simply a ‘change of name certificate’.
Other than the name, the details on this certificate will be exactly the same as the details stated on your original certificate of incorporation, including your company registration number.
Where to display your company name
The Companies Act 2006 requires every UK limited company to display their full company name on all forms of business stationery, including:
- Company letterheads
- Compliments slips
- Order forms
- Notices and official publications
- Promotional material
- Business cards
- Business letters, order forms (hardcopy or electronic) and websites must also display details of a company’s place of registration, the company registration number (CRN), and registered office address
You must also display your full company name at your registered office address, unless it is primarily used as a private residence.