If you’re a business owner, you might find that you need to change the name of your private limited company at some point. This could be due to a variety of reasons, such as rebranding, mergers, or a change in focus. Whatever the reason may be, it’s important to know how to change the name of your private limited company properly.
Here’s a step-by-step guide on how to change the name of your private limited company:
- Check if the new name is available
The first step is to check whether the new name you want to use is available. You can do this by using the Companies House name availability checker tool. If the name is already taken, you’ll need to come up with a different name.
- Pass a special resolution
Once you’ve decided on a new name, you’ll need to pass a special resolution to change the name of your private limited company. This requires at least 75% of shareholders to vote in favor of the name change. You’ll also need to provide the Companies House with a copy of the resolution.
- Update your company’s memorandum and articles of association
After passing the special resolution, you’ll need to update your company’s memorandum and articles of association. These are legal documents that set out the rules for running your company. You’ll need to make sure that the new name is reflected in these documents.
- Update your company’s details with Companies House
Once you’ve updated your memorandum and articles of association, you’ll need to update your company’s details with Companies House. This includes submitting a form NM01 to notify them of the name change. You’ll also need to update any other details that have changed, such as your registered address or directors’ details.
- Notify HM Revenue & Customs (HMRC)
You’ll also need to notify HM Revenue & Customs (HMRC) of the name change. This is important because they’ll need to update their records and issue any tax-related correspondence to your new name.
- Update your branding and marketing materials
Finally, once the legal and administrative work is complete, you’ll need to update your branding and marketing materials to reflect the new name. This includes your website, business cards, letterheads, and any other marketing materials you use to promote your business.
Legal considerations when changing the name of a private limited company
Changing the name of a private limited company is a common practice that many businesses undertake for various reasons such as rebranding or mergers. However, before making the change, there are legal considerations that must be taken into account to ensure a smooth and legal transition. Here are some of the legal considerations when changing the name of a private limited company:
- Company constitution: A company’s constitution outlines its rules and regulations. When changing the name, the constitution must be amended accordingly to reflect the new name.
- Legal documentation: A private limited company is required to file various legal documents with the Registrar of Companies, including its memorandum of association and articles of association. These documents must be updated to reflect the new name and filed with the Registrar of Companies.
- Contracts and agreements: A company’s contracts and agreements must be reviewed and amended to reflect the new name. This includes employment contracts, supplier contracts, customer contracts, and any other legal agreements the company has entered into.
- Intellectual property: A company’s intellectual property, including trademarks and copyrights, must be updated to reflect the new name. This ensures that the company’s rights are protected and that there is no infringement on other parties’ intellectual property rights.
- HM Revenue and Customs: The company must notify HM Revenue and Customs of the name change, as this will affect tax filings and other compliance obligations.
- Shareholder approval: Changing the name of a private limited company requires shareholder approval. The shareholders must pass a special resolution to change the name, and the resolution must be filed with the Registrar of Companies.
- Public disclosure: A private limited company must inform the public of its name change by updating its website, marketing materials, and any other public-facing documents or information. This ensures that the public is aware of the name change and that there is no confusion or misleading information.
Tips for choosing a new name for your private limited company
Choosing a new name for your private limited company can be an exciting opportunity to rebrand and create a fresh image for your business. However, selecting the right name can be a challenging task that requires careful consideration. Here are some tips for choosing a new name for your private limited company:
- Keep it simple and easy to remember: A simple and memorable name is more likely to stick in the minds of customers and clients. Avoid long, complicated names that are difficult to spell or pronounce.
- Consider your brand and image: Your company’s name should reflect your brand and image. Think about what you want your company to represent and choose a name that aligns with those values.
- Research competitors: Before choosing a name, research your competitors to ensure that your name stands out and doesn’t get confused with similar businesses. Also, ensure that the name you choose is not already trademarked or copyrighted.
- Avoid geographic limitations: A name that limits your business to a specific location can be a disadvantage if you plan to expand your operations beyond that area.
- Check domain name availability: A website is essential for any business, so it’s important to check if the domain name is available for the name you choose. Having a matching domain name will make it easier for customers to find your website.
- Get feedback: Get feedback from friends, family, and colleagues on your name ideas. This can help you identify any potential issues and ensure that the name resonates with your target audience.
- Think long term: When choosing a name, think about the long-term implications. Choose a name that is versatile and adaptable to future changes in your business.
- Be creative: Choosing a unique and creative name can help your business stand out from the competition. Think outside the box and consider using words that have a positive connotation or are memorable.
How to conduct a name search before changing your company’s name
Conducting a name search is an essential step before changing your company’s name to ensure that the name you choose is available and not already in use. Here are the steps to conduct a name search:
- Check the Companies House Register: Companies House maintains a register of all registered companies in the UK. You can search the register to see if there is already a company registered under the name you want to use. This search can be done online or by contacting Companies House directly.
- Search for trademarks: Check the Intellectual Property Office’s trademark database to see if the name you want to use is already trademarked. If it is, you may not be able to use it for your business, or you may need to seek permission from the trademark owner.
- Conduct a domain name search: A domain name search can be done through a domain registrar to see if the domain name for your chosen business name is available. If the domain name is already taken, you may need to consider alternative business names or look for alternative domain extensions.
- Check social media handles: Social media platforms such as Facebook, Twitter, and Instagram can be searched to see if the handle for your chosen business name is available. This is important as having a consistent handle across all social media platforms is essential for branding and marketing purposes.
- Search for common law trademarks: Common law trademarks refer to trademarks that are not registered but are still protected by law. Conducting a general online search to see if your chosen business name is in use by another business could help identify common law trademarks that could pose a problem.
By conducting a thorough name search, you can ensure that your chosen business name is available and not already in use. This can save you from legal and financial problems in the future, as well as avoid the cost and hassle of changing your business name after it has been established.