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Business Names - GBF3
Contents

 
Introduction
1. Business Names
2. Disclosure rules
3. Further information
This is a guide only and should be read with the relevant legislation.

Introduction

Business names are no longer registered with any government departments. But there are laws about using certain names and disclosing certain details of ownership.

Before 1982 many business names had to be registered under the Registration of Business Names Act 1916. This Act was repealed on 26 February 1982 when new rules on business names came into force in the Companies Act 1981. This law was replaced by the Business Names Act 1985. This allows the Secretary of State to have certain controls over the name you choose for your business and what you must tell others about the ownership of the business.

Some words and expressions are controlled by other laws. These rules protect the rights which persons may have in relation to names or words. (In law, 'person' includes individuals and companies.)

This booklet is a guide to the rules in the Business Names Act 1985. It is not a complete statement of the law. If you are unsure about any of the details, you should read the law yourself or consult a solicitor.

Any business names shown in this booklet for the sake of example are intended to be fictitious.

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CHAPTER 1
Business names


1. What is a 'business name'?

It is a name used by any person, partnership or company for carrying on business, unless it is the same as their own name.

2. What checks should I make before using a business name?

It is advisable to consult a solicitor before using a business name. You should also check local phone books and any relevant trade journals or magazines, to see if any other business is already using the name. If it is, you could face legal difficulties.

If you have any intention to trade goods or services, you would be well advised to ensure your business name does not conflict with a registered trademark. It does not have to be identical with a trade mark to cause possible conflict. Problems can arise if a name is judged to be confusingly similar. For further advice, including how to search the Trade Marks Register, contact the Trade Marks Registry of the Patent Office on:

E-mail: enquiries@patent.gov.uk
Website: www.patent.gov.uk

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, for example, 'XYZ Limited' trading as 'Fish Antiques';
  • a partnership which does not trade under the names of all the partners;
  • an individual who trades under a name which is not his or her surname. It makes no difference whether the individual's first names or initials are added. So the Act would apply to Mr JQZ Singh if he traded as 'Singh Antiques' but not if he traded as 'Singh' or 'JQZ Singh'.
4. What is meant by the Secretary of State having control over business names?

Names that include words or expressions that are prescribed by regulation require the 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. See the next few questions for more details.

5. Which names need approval?

Names listed in appendices A, B and C need approval to avoid the public being misled into believing that 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 that 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.

 

Names that suggest a banking activity

Following the repeal of the Banking Act 1987, company names that include bank, banker, banking or deposit no longer need approval. However, using words that suggest a banking activity implies that the person using the name is carrying on a banking business and is therefore accepting deposits - a regulated activity under the Financial Services and Markets Act 2000 Act. Therefore, the person would normally need to be an 'authorised person' or to have exemption under the Act.

Use of a banking name by a person who is neither authorised nor exempt under the Act could be material to whether an offence has been committed under section 24 of the Act. A person may, however, be able to establish that the way that he carries on his business means that those who deal with him would not understand him to be an authorised person.

It should not be assumed that a decision by us to register a particular banking name means that its use in certain circumstances would not contravene section 24. If you are in any doubt, you should seek independent legal advice.



6. What happens if there is a change of ownership?

When a business with a name that includes a prescribed word changes hands, the new owner must obtain further approval within 12 months to use the name. This applies whether the name was previously registered under the Registration of Business Names Act 1916, or approved under 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:

 
For businesses in England or Wales
Business Names Section
Companies House
Crown Way
Cardiff
CF14 3UZ
 
For businesses in Scotland
The Registrar of Companies
Companies House
37 Castle Terrace
Edinburgh
EH1 2EB
 

All telephone enquiries: 0870 33 33 636

Approval will only be given if the information you supply shows that the business meets the relevant conditions at the time of your application or shortly afterwards.
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 words and expressions listed in Appendix C might be a criminal offence. If you wish to use them in a business name, you should write to the appropriate body and consult a solicitor. The Secretary of State has no power to approve or reject such names which are not covered by the Business Names Act 1985.

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CHAPTER 2
Disclosure rules


1. Do the disclosure rules apply to all businesses?

If the Act applies to you (see chapter 1, question 3) then you must comply with all the disclosure rules.

For example, if Mr W Jones trades as 'W Jones Bakery', then the disclosure rules of the Business Names Act apply.

Disclosure rules also apply to incorporated companies that trade under a different name, for example, ABC Foods Limited as ABC Foods.

Incorporated companies must also comply with the disclosure rules in the Companies Act. These apply to what must be stated on company stationery and are shown in our guidance booklet, 'Company Formation'.

2. What details must be disclosed about a business?

You will need to disclose (as appropriate):

  • the corporate name; or
  • 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.
3. Where must this information 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;
  • business letters;
  • written orders for the supply of goods or services;
  • invoices and receipts;
  • written demands for the payment of business debts.
Appendix D gives some examples of ways in which you can show the information on your stationery. As long as the details are 'clearly legible' they can be handwritten or printed.

4. Must it be displayed in a particular way?

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.) 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.

Do not send a copy of your display notice to Companies House.

5. Must the information be given to anyone else?

If asked for, the names and addresses that must be disclosed must also be given immediately, in writing, to anyone with whom you are doing business.

 

Names that suggest a banking activity

Following the repeal of the Banking Act 1987, company names that include bank, banker, banking or deposit no longer need approval. However, using words that suggest a banking activity implies that the person using the name is carrying on a banking business and is therefore accepting deposits - a regulated activity under the Financial Services and Markets Act 2000. Therefore, the person would normally need to be an 'authorised person' or to have exemption under the Act.

Use of a banking name by a person who is neither authorised nor exempt under the Act could be material to whether an offence has been committed under section 24 of the Act. A person may, however, be able to establish that the way that he carries on his business means that those who deal with him would not understand him to be an authorised person.

It should not be assumed that a decision by us to register a particular banking name means that its use in certain circumstances would not contravene section 24. If you are in any doubt, you should seek independent legal advice.



6. What if there are a lot of partners - must all the names be disclosed?

If the business has more than 20 partners, you need not 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 partner' names and addresses can be inspected there.

7. What happens if I do not comply with the requirements?

You commit a criminal offence if you use a business name that requires prior approval, and you have not obtained that approval.

Similarly, you are committing a criminal offence if you do not disclose the business details that the Act requires.

Remember, 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.

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CHAPTER 3
Further information


1. Where do I get forms and guidance booklets?

This is one of a series of Companies House booklets which provide a simple guide to the Companies Act.

Statutory forms and guidance booklets are available, free of charge from Companies ouse. The quickest way to get them is through this website or by telephoning 0870 3333636.

If you prefer you can write to our stationery sections in Cardiff or Edinburgh.

Forms can also be obtained from legal stationers, accountants, solicitors and company formation agents - addresses in business phone books.

2. How do I send information to the Registrar?
You may deliver documents to the Registrar by hand (personally or by courier), including outside office hours, bank holidays and weekends to Cardiff, London and Edinburgh.

You may also send documents by post or by the Hays Document Exchange service (DX) or by Legal Post (LP) in Scotland. If you send documents, please address them to:
 

For businesses and companies incorporated in
England & Wales:
For businesses and companies incorporated in
Scotland:
The Registrar of Companies
Companies House
Crown Way
Cardiff CF14 3UZ

DX33050 Cardiff
The Registrar of Companies
Companies House
37 Castle Terrace
Edinburgh EH1 2EB

DX ED235 Edinburgh 1

LP - 4 Edinburgh 2


If you are sending documents by post, courier or Britdoc (DX) and would like a receipt, Companies House will provide an acknowledgement if you enclose a copy of your covering letter with a pre-paid addressed return envelope. We will barcode your copy letter with the date of receipt and return it to you in the envelope provided.

Please note: an acknowledgement of receipt does not mean that a document has been accepted for registration at Companies House.

 
Please note: Companies House does not accept accounts or any other statutory documents by fax.


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.

(a) Words which imply national or international pre-eminence:

 
British International Scottish
England Ireland United Kingdom
English Irish Wales
European National Welsh
Great Britain Scotland  


(b) Words which imply business pre-eminence or representative status:

 
Association Council Institution
Authority Federation Society
Board Institute  


(c) Words which imply specific objects or functions:

 
Assurance Friendly society Post office Trade union
Assurer Fund Reassurance Trust
Benevolent Group Re-assurer  
Charter Holding Register  
Chartered Industrial & provident society Registered  
Chemist Insurance Re-insurance  
Chemistry Insurer Re-insurer  
Co-operative Patent Sheffield  
Foundation Patentee Stock exchange  


The following list gives guidance on the conditions you will need to fulfil if you wish to use one of the words listed above. It is not a full list. For words not shown below, guidance is available in our booklet, 'Company Names'.
  • British - the use of this word in your business name can vary depending on the way the word is used. Normally the Secretary of State would expect the business to be British owned. You would need to show that the business is pre-eminent in its field by providing supporting evidence from an independent source such as a Government Department or a trade association.

    If the word "British" is qualified by words that do not describe an activity or product, for example by using a "made-up" word, evidence of pre-eminence is not necessarily essential. You would however be expected to show that your business is substantialin relation to its activity or product and that it is eminent in its own field;
  • England, English, Scotland, Scottish, Wales, Welsh, Ireland or Irish - if you wish to use any of these words as a prefix to your business name the criteria are similar to that for "British". You will usually be given approval to use any of these words as a suffix provided that you can show that the business is trading in the country concerned. If you want to use one of these words because it is a surname you will usually be given approval provided that the name includes forenames or initials;
  • European - names which include this word may be approved provided that they do not imply a connection with official bodies of the European Union, and provided that the name is not misleading or likely to give rise to a justified complaint.
  • International - if this word is used as a prefix to your business name you will need to show that the major part of business activities is in trading overseas. If you wish to use the word as a suffix approval will usually be given if you can show that its main activities are exports, or that it operates in two or more countries overseas. Approval is usually given to businesses wishing to use this word when the business is involved in a trade that is international in character, such as travel or transport, provided that the name is not misleading or likely to give rise to a justified complaint;
  • National - the criteria for use of this word are thesame as that for "British";
  • association, federation or society - if you wish to use one of these words, your constitution should state that each member should have one vote and normally any profits should be used to further the objects of the organisation rather than be paid out to the members as dividends;
  • group - if use of this word implies several companies under one corporate ownership, then you will need to provide evidence of a parent and/or subsidiary association with two or more other British or overseas companies. If the name clearly shows that the company is to promote the interests of a group of individuals, then the name will normally be approved.
  • assurance, assurer, insurance, insurer, re-assurance, re-assurer, re-insurance or re-insurer - if the name is needed for an underwriting business, Companies House will normally seek further advice. However, if you want to use the name for a business that will only provide insurance services, you should include the appropriate qualification, for example 'agents', 'consultants' or 'services', in the name. - if the name is needed for an underwriting business Companies House will normally seek further advice. However, if you want to use the name for a business that will only provide insurance services you should include the appropriate qualification, for example "agents","consultants" or "services", in the name.
APPENDIX B

Words or expressions in the following list also need the approval of the Secretary of State. If you want to use any of them in your business name you will need to write first to the relevant body to ask whether they have any objection to your use of the word or expression in your business name. If and when you apply for the Secretary of State's approval to the use of the name, you should state that you have written to the relevant body and enclose a copy of any reply you have received.

 
Word or Expression Relevant Body for
companies intending
to have registered
office in England or Wales
Relevant Body for
companies intending
to have registered
office in Scotland
Charity, Charitable Head of Status
Charity Commission
Woodfield House
Tangier
Taunton TA1 4BL
For recognition as a
Scottish charity
Inland Revenue
FICO (Scotland)
Trinity Park House
South Trinity Road
Edinburgh
EH5 3SD
Contact Lens The Registrar
General Optical Council
41 Harley Street
London W1N 2DJ
As for England and
Wales
Dental, Dentistry The Registrar
General Dental Council
37 Wimpole Street
London W1M 8DQ
As for England and
Wales
District Nurse,
Health Visitor,
Midwife, Midwifery,
Nurse, Nursing
The Registrar &
Chief Executive
United Kingdom Central
Council for Nursing,
Midwifery and Health Visiting
23 Portland Place
London W1N 3AF
As for England and
Wales
Health Centre Office of the Solicitor
Department of Health &
Social Security
48 Carey Street
London WC2A 2LS
As for England and
Wales
Health Service Department of Health
Room 2N35A
Quarry House
Quarry Hill
LeedsLS2 7UE
 
As for England and
Wales
Police Pauline Laybourne
Briefing and Honours Team
CRCSG Change and Support Unit
3rd Floor A
Fry Building
2 Marsham Street
London
SW1P 4DF
The Scottish Ministers
Police Division
St Andrews House
Regent Road
Edinburgh EH1 3DG

 
Polytechnic Department of Education
and Science
FHE 1B
Sanctuary Buildings
Great Smith Street
Westminster
London SW1P 3BT
As for England and Wales
Pregnancy,
Termination,
Abortion
Department of Health
Area 423
Wellington House
133-135 Waterloo Road
London SE1 8UG
As for England and
Wales
Royal, Royale,
Royalty, King,
Queen, Prince, Princess,
Windsor, Duke,
His/Her Majesty
(If based in England)
Linda Henshaw
Royal & Hereditary Branch
of the Crown and Devolution Division
Department for Constitutional Affairs
Constitutional Policy Division
6 th Floor - Point 6B
Selbourne House
54 Victoria Street London
SW1E 6QW

(If based in Wales)
The National Assembly for Wales
Crown Buildings
Cathays Park
Cardiff CF10 3NQ

The Scottish Ministers
Civil Law and Legal Aid Division
Saughton House
Broomhouse Drive
Edinburgh EH11 3XD
Special School Department for Education
and Employment
Schools 2 Branch
Sanctuary Buildings
Great Smith Street
Westminster
London SW1P 3BT
As for England and
Wales

 
University Privy Council Office
2 Carlton Gardens
London SW1Y 5AA
As for England and
Wales


APPENDIX C

Certain words or expressions are covered by other legislation and their use might constitute a criminal offence. Some of these are listed below, but this list is not exhaustive and if you have any doubts you should seek further advice. If you want to use any of these words or expressions in your business name you may wish to consult a solicitor and write to the appropriate body to seek their advice on whether using a name would constitute a criminal offence.


 
Word Or Expression Relevant Legislation Relevant Body
Architect Section 20 Architects
Registration Act 1997
Architects Registration
Board
73 Hallam Street
London W1N 6EE
Credit Union Credit Union Act 1979 The Public Records Section
Financial Services Authority
25 The North Colonnade
Canary Wharf
London E14 5HS
Veterinary Surgeon,
Veterinary, Vet
Sections 19/20
Veterinary Surgeons
Act 1966
The Registrar
Royal College of
Veterinary Surgeons
62-64 Horseferry Rd
London SW1P 2AF
Solicitor (Scotland) S.31, Solicitors
(Scotland) Act 1980
The Law Society of Scotland
26 Drumsheugh Gardens
Edinburgh EH3 7YR
Dentist,
Dental Surgeon,
Dental Practitioner,
Dental Act 1984 The Registrar
General Dental Council
37 Wimpole Street
London W1M 8DQ
Druggist,
Pharmaceutical,
Pharmaceutist,
Pharmacist,
Pharmacy
Section 78
Medicines Act 1968
The Director of
Legal Services
The Royal Pharmaceutical
Society of Great Britain
1 Lambeth High Street
London SE1 7JN
(for Scottish
Registered Companies)
The Pharmaceutical
Society
36 York Place
Edinburgh
EH13HU
Olympiad,
Olympiads,
Olympian,
Olympians,
Olympic,
Olympics,
or translation of these
Olympic Symbol etc. (Protection) Act 1995*

*Also protects Olympic symbols of five interlocking rings and motto "Citius Altius Fortius"
British Olympic Association
1 Wandsworth Plain
London
SW18 1EH
Optician,
Ophthalmic Optician,
Dispensing Optician,
Enrolled Optician,
Registered Optician,
Optometrist
Opticians Act 1989 The Registrar
General Optical Council
41 Harley Street
London W1N 2DJ
Red Cross,
Geneva Cross,
Red Crescent,
Red Lion and Sun
Geneva Convention
Act 1957
Seek advice of
Companies House
Anzac Section 1 Anzac Act 1916 Seek advice of
Companies House
Chiropodist, Dietician,
Medical Laboratory,
Technician,
Occupational Therapist,
Orthoptist,
Physiotherapist,
Radiographer,
Remedial Gymnast
Professions
Supplementary to
Medicine Act 1960
if preceded by
Registered, State or
Registered
Mrs Joan Arnott
Department of Health
HRD HRB
Rm 2N35A
Quarry House
Quarry Hill
Leeds LS2 7JE
Institute of Laryngology,
Institute of Otology,
Institute of Urology,
Institute of Orthopaedics
University College
London Act 1988
Seek advice of
University College
London
Gower Street
London
WC1E 6BT
Patent Office,
Patent Agent
Copyright, Designs
and Patents Act
1988
IPPD (Intellectual Property Policy Directorate)
Room 3B38, Concept House
The Patent Office, Cardiff Road,
Newport, NP10 8QQ
Building Society Building Society
Act 1986
Seek advice of
Building Societies Commission
Victoria House
30-40 Kingsway
London WC2B 6ES
Chamber(s) of Business, Chamber(s) of Commerce,
Chamber(s) of Commerce and Industry,
Chamber(s) of Commerce, Training and Enterprise,
Chamber(s) of Enterprise,
Chamber(s) of Industry
Chamber(s) of Trade,
Chamber(s) of Trade and Industry,
Chamber(s) of Training,
Chamber(s) of Training and Enterprise
  or the Welsh translations of these words
Company and Business Names (Chamber of Commerce etc.) Act 1999 Guidance is available from Companies House
The Victoria University of Manchester,
University of Manchester Institute of Science and Technology,
UMIST,
Manchester University,
Prohibited to anyone but the University of Manchester by "University of Manchester Act 2004".  
University of Wales College of Medicine,
Welsh National School of Medicine.
Prohibited to anyone but the University of Wales by "University of Wales, Cardiff Act 2004"  


APPENDIX D

Although there are no rules about how you should show the necessary information on your business stationery, here are a few examples to help you:

 
1. A business owned by an individual person:

W.JONES BAKERY

(prop: W. Jones)
12 High Street
Barchester
Barset
BA1 2YZ

2. A business owned by a partnership:

JONES AND BROWN (CAR REPAIRS)
(partners: P. Jones and A. Brown)
34 Lower Street
Barchester
Barset
BA2 3WX

3. A business owned by a company:

ABC FOODS
Unit 2
New Trading Estate
Barchester
Barset
BA3 4ST

At the bottom of the letterhead (these details are required under both the Business Names Act 1985 and the Companies Acts):

ABC FOODS (GREAT BRITAIN) LTD registered in England and Wales
Registration number: 1234567
Registered Office: 5 Middle Street Barchester Barset BA4 5QR

REMEMBER this notice must be displayed in a prominent position so that it can be read easily in all the places where you carry on your business and where you deal with customers or suppliers.

APPENDIX E

Again, there are no rules governing the way you display your business name with the owner's name and address. However, the following example may help you.

 
PARTICULARS OF OWNERSHIP
OF
W. JONES BAKERY
(as required by section 4 of the
Business Names Act 1985)

William Jones
12 High Street
Barchester
Barset
BA1 2YZ

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