As part of its Red Tape Challenge the Government has recently published the Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2014 (the Regulations) and a draft of the Company, Limited Liability Partnership and Business (Names and Trading Disclosures) Regulations 2014 (the Draft Regulations).
Both the Regulations and the Draft Regulations are designed to reduce burdens on business and to ensure companies, limited liability partnerships (LLPs) and businesses can be incorporated or change their name without unnecessary delays.
a) The Regulations
The Regulations specify a list of words and expressions that require approval by the Secretary of State to be used as part of a company name, an LLP name or a business name. They replace and revoke the Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2009.
The Regulations remove 26 words from the previous list of sensitive words and expressions including "Authority", "European", "Group", "Holding", "International", "National" and "United Kingdom".
How does this help? Well, if a company currently wants to use, for example, "Group" in its name it has to confirm to Companies House that it is actually part of a group i.e. there are at least two other registered limited companies forming part of the group. This confirmation will not be required when the Regulations come into force.
b) The Draft Regulations
The Draft Regulations are designed to replace a number of existing statutory instruments relating to company, LLP and business names and trading disclosure (including the Companies (Trading Disclosures) Regulations 2009).
Among other things the Draft Regulations:
- extend the list of characters that can be used in company and LLP names. These include accents and other signs and symbols e.g. "@", "£" and "$". At present, names must consist of letters from the Roman alphabet, numbers and/or a small number of additional characters. This change will provide companies and LLPs with greater flexibility in relation to choosing a name;
- reduce the list of words and expressions which are to be ignored when considering whether a name is the 'same as' another in the index of names kept by Companies House. The words removed include "Export", "Group", "Holdings", "Imports", "International" and "Services". This will mean that, for example, a company could be incorporated with the name "Catering Exports Ltd" even if a company with the name "Catering Imports Ltd" already exists; and
- change the current trading disclosure requirements. At present, if a number of companies operate from one location their details must be displayed at that location. Under the Draft Regulations, where at least six companies operate from or are registered at the same place, their details will only need to be held and made available for inspection on request.
The Regulations will come into force on 31 January 2015 and it is proposed that the Draft Regulations come into force at the same time.This information is intended as a general discussion surrounding the topics covered and is for guidance purposes only. It does not constitute legal advice and should not be regarded as a substitute for taking legal advice. DWF is not responsible for any activity undertaken based on this information.