| 1. WHAT ARE BUSINESS NAMES? A business name is a
name used by a person, partnership or company, other than
their own name, for the purposes of carrying on business.
The Registration of Business Names Act 1916 was
repealed on 26 February 1982 by new business names
provisions contained in the Companies Act 1981. These
provisions were consolidated into the Business Names Act
1985 on 1 July 1985. The Act allows the Secretary of
State control over the name you choose for your business
and what you must tell others about the ownership of the
business.
There are a number of laws that regulate the use of
certain words and expressions to protect the rights which
persons may have in relation to names or words.
2. WHO SHOULD BE CONSULTED ABOUT USING A BUSINESS NAME?
It is advisable to consult a solicitor or trademark
agent before using a business name and to check local
telephone directories and any relevant trade journals or
magazines, to see whether any other business is already
using the name.
It is also advisable to ensure that your business name
does not conflict with a registered trade mark. To do
this, visit our trademarks
section, or contact:
RM Trade Marks Ltd
2nd Floor
80 Great Eastern St
London EC2A 3RX
Tel: +44 (0) 1763-852-547
Fax: +44 (0) 1763-852-738
Email: rmtm@rmonline.com
3. WHO DOES THE BUSINESS NAMES ACT APPLY TO?
It applies to:
- a company which trades under a name which is not
its corporate name;
- a partnership which does not trade under the
names of all the partners;
- an individual who trades under a name other than
their surname, with or without first names or
initials.
PART I NAMES
4. WHAT IS MEANT BY "CONTROL OF NAMES"?
Names that include certain words or expressions which
are prescribed by regulation require approval of the
Secretary of State before they can be used. There are
also other terms whose use in a name may, in some
circumstances, constitute a criminal offence.
5. WHICH NAMES NEED APPROVAL?
Those names listed in appendices A, B and C need
approval to avoid the public being misled into believing
a company has a size or status that is not justified.
Appendix A also lists broad guidelines on criteria that
your business will need to meet for certain words and
expressions. A name which gives the impression that the
business is connected with Her Majesty's Government or
with a local authority will also need approval before it
can be used.
6. WHAT HAPPENS IF THERE IS A CHANGE OF OWNERSHIP?
When a business with a name which includes a
prescribed word changes hands, the new owner must obtain
further approval to use the name within 12 months. This
applies whether the name was previously registered under
the Registration of Business Names Act 1916, or approved
under the requirements of the Companies Act 1981.
7. HOW DO I APPLY FOR APPROVAL TO USE A NAME?
If you would like to use a name that includes a word
or expression listed in Appendix A you should write,
enclosing any information that might help support your
application, to:
Business Names Section
Companies House
Crown Way
Cardiff
CF14 3UZ
or, for businesses in Scotland:
The Registrar of Companies
Companies House
37 Castle Terrace
Edinburgh
EH1 2EB
If you want to use any of the expressions listed in
Appendix B you will need to write to the "relevant
body" to ask if they have any objection (and if so,
why) to your use of that expression. Enclose a copy of
any reply you have received from the relevant body when
you write to Companies House Cardiff or Edinburgh to ask
for approval to use the name.
If the name that you have chosen gives the impression
that your business is connected with Her Majesty's
Government or a local authority you must not use it
without the written approval of the Secretary of State.
If you do want to use this type of name you should write
to the Business Names Section at Cardiff or Edinburgh,
giving as much detail as you can to support your
application.
In such cases the Secretary of State's decision will
be sent to you in writing after all the supporting
information has been considered.
Approval by the Secretary of State to use a name is
confined to the use of certain words or expressions. Such
approval does not extend to a company's aims and
objectives.
The use of some words and expressions listed in
Appendix C is covered by other legislation and their use
might constitute a criminal offence. The Secretary of
State has no power to approve or reject such names.
However if you wish to use one of these words or
expressions you should write to the appropriate body and
consult a solicitor.
PART II DISCLOSURE REGULATIONS
8. DO THE DISCLOSURE RULES APPLY TO ALL BUSINESSES?
If the Act applies to you (see question 3) then you
must comply with all the disclosure requirements.
If a business trades as, for example, W. Jones Bakery,
Jones and Partners then the disclosure requirements of
the Business Names Act apply.
Disclosure requirements also apply to incorporated
companies which trade under a different name, for example,
ABC Foods Limited as ABC Foods.
Incorporated companies must also comply with the
Companies Act disclosure requirements. These requirements
in respect of Companies House are detailed in our notes
for guidance Disclosure Requirements CHN
19.
9. WHAT DETAILS HAVE TO BE DISCLOSED ABOUT A BUSINESS?
You will need to disclose (as appropriate):
- the name of each partner, or
- the individual person's name; and
- in relation to each person named, an address at
which documents can be served.
10. WHERE DOES THIS INFORMATION HAVE TO BE SHOWN?
You will need to show the information clearly in all:
- the places where you carry on your business and
where you deal with customers or suppliers;
- written orders for the supply of goods or
services;
- written demands for the payment of business debts.
There are some examples of ways in which you can show
the information on your stationery in Appendix D. As long
as the details are clearly legible they can be either
handwritten or printed.
11. DOES IT HAVE TO BE DISPLAYED IN A PARTICULAR WAY?
No. As long as it can be easily seen and read it does
not matter how you show the information. (An example of a
notice is given in Appendix E.) It is important to
remember that in large premises, you may need to think
carefully about the size of the notice and where you
display it to make sure that all your customers and
suppliers will see it. You can put up more than one
notice if you wish.
You do not need to send a copy of your display notice
to Companies House.
12. DOES THE INFORMATION NEED TO BE GIVEN TO ANYONE
ELSE?
Yes. The names and addresses that need to be disclosed
must also be given immediately, in writing, to anyone
with whom you are doing business, if they request them.
13. WHAT IF THERE ARE A LOT OF PARTNERS? DO ALL THE
NAMES HAVE TO BE DISCLOSED?
If the business has more than 20 partners you do not
have to put all the partners' names on your business
documents. However, you must give the address of the
principal place of business and say that a full list of
the partners' names and addresses can be inspected there.
14. WHAT HAPPENS IF I DO NOT COMPLY WITH THE
REQUIREMENTS?
If you use a business name which requires prior
approval, and you do not obtain that approval, you commit
a criminal offence. Similarly, if you do not disclose
your business details as you are required to by the Act,
you are committing a criminal offence.
It is also important to remember that if you do not
make your business details available, or you do not
display them, you may not be able to enforce a contract
that you have entered into.
APPENDIX A
You will need the approval of the Secretary of State
for Trade and Industry before any of the following words
or expressions (or their plural or possessive forms) is
used in a business name. More detailed information is
available from the Business Names Section at Companies
House Cardiff or Edinburgh.
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