Could I be required to change my company name after incorporation?

Apr 30, 2012

It is possible that you  could be required to change your company name after incorporation. This might happen if your chosen name is 'too like' an existing name on the index, misleading information was provided at the time of registration; the company's activities are misleading, the company no longer justifies omitting "Limited" from its name or the name is too similar to a name in which someone else has goodwill.

In general a name is considered to be  'too like' an existing name if the differences between the names are so trivial the public are likely to be confused by the simultaneous appearance of both names on the index; and/or the names look and sound the same.

Companies House have provided some practical examples to demonstrate the 'too like' concept:

If they differ by one or two letters or characters, although the length of the names involved will be taken into account. For example, International Logistic Support Limited and International Logistical Support Limited would be 'too like' but ICL Plc & ICG Plc would not;

If they differ because of punctuation or spacing of letters or words or the order of words. For example, Bristol Heating & Plumbing Limited & Bristol Plumbing & Heating Limited would be 'too like'; or look and sound the same and  Dynamic Technology Limited would be regarded as 'too like' Dinamix Teknology Limited.

Companies House will disregards some factors when deciding whether a name is 'too like' another, these include trademarks/patents infringement, disputes between directors, trading/business names, nature & location of the companies' activities, arguments over proprietary rights in the name, suggestions of passing off, suggestion of implied association and dormancy or non-trading status.

All 'too like' objections should be addressed to the 'Secretary of State' and delivered to Companies House in time to allow for any necessary direction to be issued within 12 months of a company's incorporation. If a direction is issued to the affected company it will be required to change its name within 12 weeks of the date of the direction.

The 'too like' rules apply to any name which appears on the index of company names which includes companies, LLPs and other bodies such as Limited Partnerships, overseas companies and Industrial Provident Societies.

When choosing your proposed name you should check the index to ensure it will not result in an objection for 'too like' which could require you to change your company name. Not all 'too like' names result in an objection but you could incur additional costs, for example, new signage, business stationery and also damage to the goodwill you have gained since incorporation.