Sometimes a start-up may decide that a name that was great at the beginning doesn’t really fit the way it’s developed after major growth, a change in direction or an acquisition. Or a mature business may change course and need a new title to reflect its new direction, for example with the disposal of trade marks. Whatever the reason, a company’s name is a vital part of your goodwill and brand recognition so any changes should be approached with caution. Plus, there are a number of steps you need to follow to stay on the right side of the law and keep your stakeholders informed.
Whatever your specific circumstances, we’ve created this brief guide to changing your company’s name to help you avoid common pitfalls and get the right professional support when you need it to protect your business.
Research your chosen company name
Once you’ve chosen your new name, you’ll need to do some research. Here’s what we recommend:
- A general search of the internet and domain name registries such as Nominet.
- A search of the Companies House register of companies.
- A trade mark search at the Intellectual Property Office.
- A search of relevant trade journals in your sector.
- A review of your Articles of Association to see whether there’s a change of company name process to follow.
The reason for these searches isn’t just to make sure your new name is unique. If your name could confuse customers because it is too similar to another business operating in your sector, then you risk a challenge for infringing their intellectual property, or for passing yourself off as that business.
Make sure it doesn’t include any sensitive words or expressions. You can find these words listed on the government website. In addition, your new name mustn’t be ‘offensive’.
Follow the company renaming procedure
If your Articles don’t specify a process for changing your company’s name, then you’ll need to change it by special resolution of your company’s shareholders or members.
Here’s how it’s done.
If there’s a process laid down in the Articles, follow that procedure (often it’s done by a simple resolution of the board). File the resolution, relevant form, and fee with Companies House. Otherwise:
- First hold a meeting of the directors to propose to the members that the company’s name is changed, either in a general meeting or by written resolution.
- Send a notice of general meeting to the members giving 14 days’ notice.
- Hold the general meeting.
- The resolution must be passed by a 75% majority of the members.
- Send a copy of the resolution to Companies House together with the relevant form for change of name and pay the fee.
Switch the company office, stationery and web-based documents
Next, you’ll need to change all your company’s stationery such as letterheads, invoices, and business cards, as well as your domain name. Also, you’ll need to make sure that all your online materials contain the new name. This includes your main website, any social media accounts, and any embedded documents on your site such as privacy policies and terms and conditions. You’ll also need to update your name at your registered office premises. If your company is listed or on AIM, let the Financial Conduct Authority or the London Stock Exchange know.
Update your company registers
When you change your company’s name, you’ll also need to update all the documents and registers you’re required to hold by law. If you fail to do this, you could be fined, so it’s an essential step.
Here’s what you’ll need to update:
- PSC Registers
- Your Articles of Association
- Register of Members (Shareholders)
- Register of Directors
- Register of Secretaries
- Register of Mortgages and Charges
- Register of Debentures
- Minutes of Directors’ and General Meetings
Update your logos and trade marks and tell your stakeholders
Once you’ve done all the admin, it’s time to tell the world about your new identity. Here are the steps we suggest:
- Tell HMRC about your new name.
- Design a new logo and branding for your business and register any new trade marks.
- Change the branding of your website and social media accounts to reflect your new look.
- Tell your bank.
- Inform your customers, suppliers, and employees.
- If you hold any licenses, registrations or permits, let the relevant body know about your new identity.