On 27 November 2014, 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) were published on legislation.gov.uk, together with explanatory notes and an impact assessment.
The Regulations revoke and replace The Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2009 and introduce a reduced list of the sensitive words and expressions which companies, LLPs and businesses need approval to use in their name. The words that have been deleted include "National", "European", "Group", "Holding", "International" and "United Kingdom".
The Regulations will apply to companies, limited liability partnerships and businesses who seek to change their name or register a new name.
The Draft Regulations replace five sets of regulations and deal with restrictions relating to the registered names of companies and LLPs and to business names and the requirements for making trading disclosures. In particular, the Draft Regulations:
- Extend the list of characters that can be used in a company name to include accents, diacritical marks and ligatures
- Amend the words on the same list to be considered or disregarded when determining if a name proposed to be registered is the same as another in the registrar's index. Words that have been deleted included “Export”, “Holdings”, “Group”, “International” and “Services”. It also seeks to correct minor loopholes where the current regulations did not treat names as the same, despite them being substantively the same.
- Amend the trading disclosures requirements so that if at least six companies share an office, place or location, their registered names may be held and made available for inspection at that venue, rather than having to be displayed at all times.
Implementation:
The Regulations were made on 26 November 2014 and come into force on 31 January 2015. It is proposed that the Draft Regulations will also come into force on 31 January 2015, subject to parliamentary approval. Companies House will publish guidance on the revised framework.
Small Business, Enterprise and Employment Bill: second reading in House of Lords (corporate aspects)
On 2 December 2014, the Small Business, Enterprise and Employment Bill had its second reading in the House of Lords. We understand the Bill will now move to committee stage on a date yet to be scheduled.
Susan Fadil
Director, UK Company Secretarial
E: susan.fadil@tmf-group.com
T:+44(0)20 7832 8921