The name you propose to give your company is subject to approval by Companies House. So, the first task of the company formation process is to use the name check facility we provide. This will show you whether the name you have chosen will be accepted or not. In the following section, we address the more usual reasons why names may be rejected.
REASONS FOR REJECTIONS
- Too similar or the same as – A company name will be rejected by Companies House if it is thought to be too similar to the name of a company already on the register. The purpose of this restriction is to avoid confusion and to ensure that the public knows which company they are dealing with. It should also be noted that our name check tool (which is used by most formation agents) is not perfect and may not recognise the similarity to another name on the Companies House database. An example of this might be Search Co Limited and Search.CO.UK Limited. Our system would process it and not recognise the similarity, but Companies House would reject it.
Companies House applies rules to prevent the creation of similarly named companies. As a result, they will not accept that a name is different simply because you have made a minor change to the proposed name. In particular, they will not accept that the following changes are sufficient to make a name different:- Including words such as “International”, “UK”, “services”, “www”, “.co.uk”, ”biz”
- Inserting a blank space between or after a word, expression, character, sign or symbol
- Inserting punctuation such as a full stop, comma, colon, bracket, apostrophe
- Inserting characters such as “*”, “=”, “#”, “%” and “+” as one of the first three characters in a name
- Adding “s” at the end of the name (irrespective of whether it is plural or not).Companies House also considers the following ways for substituting words or expressions as ineffective for the purposes of distinguishing a company name: “and” and “&”, “plus” and “+”, “1” and “one”, “6” and “six”, “€” and “euro”, “$” and “dollar”, “%” and “per cent”, “@” and “at”.
- Examples:
- Black and Smith Limited would be judged to be the same as Black & Smith Limited.
- Five Senses Limited would be judged to be the same as 5 Senses Limited.Companies House list a whole host of other variations that might be used to try to distinguish a name as different from the name of a company already registered. For instance, substituting the letter “U” in a word with any of the following variations, Ù, Ú, Û, Ü, Ũ, Ū, Ŭ, Ů, Ű, or Ų, will not succeed in persuading Companies House that a name is different and, so, they will reject such an application.
Companies House will make exceptions to the “same as” rule in the following circumstances - When the proposed company will be part of the same group as an existing company
- When the existing company consents to the registration of the proposed name and confirms that the new company will be part of the same group.
For Companies House to make an exception, you will have to provide a letter signed by a director of the existing (registered) company. Our system allows for the uploading of supporting letters.
- The proposed name is or contains an anti-social word – Anti-social means words that are offensive, abusive or disrespectful. The reasons for this are obvious. Companies House checks all the applications that come in and they can exercise some discretion when deciding the acceptability of a name because there is no rulebook for deciding what is offensive, abusive or illegal. For instance, God’s Holdings Limited will not be accepted as an investment company but the House of God Ltd. will be accepted for a company operating as a Church or religious charity. Avoid names that include swear words, or words having some sexual meaning or words that have a religious connection such as Allah, God or Buddha (unless you are a religious organisation).
Unfortunately, even if a word in a company name is accepted by Companies House, a member of the public can make an objection and the name can be reviewed. If the complaint is upheld, you may face legal action unless you change the name even if you have been trading for some time and have established the business. So, you should be careful in your selection. - The proposed name includes a misleading or sensitive words or expressions – There are restrictions in place to ensure that a company name does not mislead or harm the public, in particular:
- A suggestion of pre-eminence, a particular status or a specific function is not allowed. Examples of this are names that include words like “Federation”, “Union”, “Tribunal”, “Chartered”, “Institute”, “Authority”.
- Words cannot be included in company names if they imply a connection with the Government, local authority or a devolved administration. For example, you could have a company called Norwich Plumbers (if it doesn’t already exist) but not Norwich Council Plumbers.
- Words cannot be included in a company name if they indicate a regulated activity without there being supportive evidence to allow the use of those words. The most obvious words are Bank and Insurance.
Companies House has a comprehensive list of words that cannot be included in a company name without providing evidence to support the use of those words. A few examples for this are given below: - Association: – This word is normally used for companies limited by guarantee. They normally have Articles of Association containing a 1 member 1 vote clause and are not for profit and exclude the payment of dividends. Using the word “Association” in a limited company would also require these clauses to be inserted in the constitution of the company.
- Bank, Banc, Banque, Banking: – To use this word in your proposed name, you will need to provide a letter or email of non-objection from the Sensitive Business names Team at the Financial Conduct Authority (FCA).
- Dentists, Doctors, Chartered Accountants, Solicitors, Opticians and Architects: – are all regulated by professional bodies, each of whom would be required to issue a letter to Companies House confirming your entitlement to use the words in your company name.
- Charity or Charitable – To use this word in your proposed name, please provide a letter or email of non-objection from the Charity Commission.
- Foundation – To use this word in your proposed name, the company should normally be limited by guarantee. If it is limited by shares, the Articles of Association would need to contain the clauses outlined in the paragraph above dealing with the use of the word “association”. You will also need to demonstrate that the organisation has a pool of money or a regular income available to promote its objectives. You will need to confirm this when you submit your application.
- Institute or institution – Approval to use this word in a company name is usually only given to existing established organisations that are operating under a different title. The Articles of Association would need to include the usual clauses that are used by Not-for-profit organisations.
- King, Queen, Prince, Princess – To get approval for a company name including these words, you would have to supply Companies House with a letter from the Cabinet Office. You would need to state the following:
- Evidence that the word is a surname, or
- If the name represents a pub, evidence of its location and length of time in existence, or
- Details of any other Royal or Government associations.
- Registrar, Register – If these words are included in a company name, the implication is that the company will have a regulatory role and will supervise its members. However, evidence that this is the case will need to be supplied together with a letter of non-objection from a government body, a local or specified public authority or a relevant body.
- Society – This word is normally associated with Companies limited by guarantee and the Articles of Association will need to include the usual clauses i.e. 1 member 1 vote, not-for-profit objects, asset lock and no profit distribution.
- Trust: – The different types of trusts are investment trusts, charitable trusts, pension trusts, employee trusts. The type of proof that Companies House would require to allow you to use “trust” in your company name depends on the type of trust you are setting up.
- Other reasons – A company name must have the correct ending. A private company limited by shares or a guarantee must end with the word “limited” or the abbreviation “Ltd”. If the company is registered in Wales, its name can end with “cyfyngedig” or “cyf”. Companies limited by guarantee can be exempt if they have amended articles of association. A public company must end with “PLC” or “Public Limited Company” or the Welsh equivalents of “Cwmni Cyfyngedig Cyhoeddus” or “CCC”. Limited Liability Partnerships can end with “LLP” if they wish to avoid the full word ending and Community Interest Companies can end with “CIC” to avoid using the full word ending.
Finally, when choosing a name, you should also consider checking with the UK Intellectual Property Office trademarks register to ensure that the use of a name won’t be challenged at some future date, even if it is accepted and registered by Companies House.
Two agencies that are most frequently used to support a sensitive names application are.
Royal names:
Cabinet Office
Constitutional Policy Team
4th Floor, Orange Zone
1 Horse Guards Road
London
SW1A 2HQ
Banking and other Financial regulated activities:
Sensitive Business Names Team
Financial Conduct Authority (FCA)
25 The North Colonnade
Canary Wharf
London
E14 5HS