William Shakespeare famously wrote: “A rose by any other name would smell as sweet.” True. But what about when it comes to business? Does your company name really matter?
Of course, the answer is a resounding, yes! Your company name confirms the identity of your legal entity, and may well also serve to communicate your brand and purpose.
In this article, we explore why changing your company name is sometimes necessary and how to do it, without jeopardising the value of your brand.
There are many reasons business owners decide to take the plunge and change the company or business names. These include:
A business may already be well established nationally. The difficulty can occur when it expands abroad. If the business’ name is already registered or trademarked in the new territory, then it cannot be used by another company. Take Burger King for example.
In Australia Burger King is called Hungry Jacks. Why? A small takeaway in Adelaide had already registered the name Burger King. This meant the American franchise had to choose something else to call itself in the region. Hungry Jacks was born.
Most successful businesses constantly evolve to differentiate themselves and meet customers’ changing needs. This means the original brand may no longer reflect current operations. A name change helps rebrand the company to reflect how it works now. It can also be a way to communicate the company’s vision for the future.
Most companies go through many structural changes, such as new ownership and mergers. A new name helps communicate these changes and unites the brand. The challenge is how to change names without losing your existing customer base.
Thompson took this risk in 2017, when they changed their name of over 50 years, to TUI. The change brings their UK travel brand in line with the parent company’s name. Will the risk pay off? The holidaymakers will decide.
So you know you need to change the company name and are ready to do it. Now what? Follow these important steps to successfully make the change.
Firstly, establish whether you wish to change the limited company name or the trading name (or both). These are two very different things.
Limited company name – This is the one your company is legally registered as with Companies House. It’s the company’s legal entity and is usually followed by ‘Limited’ or ‘Ltd’.
Trading name – Many companies use the term ‘trading as’ to differentiate between their limited name and the one they trade under. This is your brand name, and it must be trademark registered.
In this article, we’re focusing on how to change your limited company’s name. In a future article, we will look at brand names and trade marks.
Now the exciting part – choosing a new name! But which one?
Your starting point for changing a limited company name is the Companies House online database. Use this simple Companies House tool to check if the proposed name is available in the UK. This will give you basic information about any companies already registered under the name, and whether the name can be used.
Remember, a limited company name must not:
This list isn’t exhaustive. Seek legal advice to confirm that your proposed name meets legal standards.
Next, if your new company name is also going to be your new brand name, you must check the Intellectual Property Office database to see if something identical or similar is already registered. We will look at this in more detail in our next article. Getting expert legal advice here is important.
You typically need to gain a ‘special resolution’ before changing a limited company name. This means entitled shareholders must vote through the change. If the majority (over 75%) agree with the change, it is passed as a special resolution.
You may not need a special resolution if permission to change the name is already granted in your company’s articles of association. If in doubt, seek legal advice to clarify your position and to be clear on how to proceed.
Once you’ve chosen a new name it’s time to register the change. Complete an NM01 form online or by post to file the company name-change with Companies House.
Next, inform HM Revenue & Customs that you’ve successfully registered the change with Companies House. This ensures that your tax and legal obligations will continue to run smoothly.
Be aware that registering a name is not the same as trademarking it. Trademarking your company and trading names is important because it provides extra brand protection. To do this you must register the name/s with the Intellectual Property Office. If you don’t, someone else is entitled to trademark and trade under your name.
Name chosen? Check. Name Registered? Check. HMRC informed? Check. Now you can announce the company name change.
Who you tell and how you do it will depend on why the name changed. Even if you don’t want to promote the new name on a grand scale, it’s important to update your employees, suppliers and other stakeholders. They need to be aware of the changes so that they use the right name.
Changing your company name is one of the biggest decisions you will make. Make sure you do it right. Get the legal advice and support needed to make the change a success.
Goldstein Legal can help with all of your intellectual property legal needs. Contact us for a free initial consultation today.