In August it was confirmed that Meghan Markle and Prince Harry had changed their charity's name to MWX Foundation - and had also registered a similarly named company a year before that - MWX Trading Ltd.
The move away from the original 'Sussex Royal' brand has been well documented in the media, but like any other business, they'll have chosen a name that best represents its purpose - and complies with rules set out by Companies House, the UK's registrar of companies.
The rules for naming a company can be broken down into four areas: offensive/sensitive words, similarities to an existing company, public display and use of ltd/plc, where applicable.
Offensive/sensitive words
It sounds obvious, but offensive words cannot be used in a company name. There are also 135 words and expressions whose use in specific scenarios require authorisation from either the Secretary of State or other bodies. Harry and Megan were unable to use the word "royal" after stepping back from royal duties earlier this year. Other notable words on the list include "Scotland", "king/queen", "chartered" and "bank".
Similarities
Uniqueness in naming a company is encouraged; a name that is the same as, or too similar to an existing registered company may be rejected on application. Companies House provides a name availability checker to make the process easier.
Those operating within the same business line are allowed to have similar names – for example "gardening services" for a garden maintenance company. It's also possible to seek permission from a company that has a similar name, but which operates in a different business sphere – objections are less likely.
However, even if a name is different enough to pass Companies House rules, there's still scope for objection or challenge. Other companies have the right to object. Trade mark owners may be able to take action if the name infringes theirs. Passing off actions can also be brought against anyone who uses a name similar to that of another person, with the aim of profiting from that person's reputation.
Ltd/plc
Businesses incorporated as companies must also use 'limited/ltd' and 'public limited company/plc' to show that the business is either a private company or a public company with limited liability. There are limited exceptions to this requirement, including when a company is limited by guarantee, providing it meets certain criteria regarding the company's objects (for example, a charity).
It is possible to trade under a different name to the one registered with Companies House, but the trading name must not include the ltd/plc suffixes. Although a trading name is not a registered name, there remain issues with being the same as or similar to another company's name, especially if it infringes a trade mark, or trades on someone else's reputation.
Name display
Generally, a company must display its name at its registered address and where it runs its business. The exceptions are: if that place is primarily a residential address and not a company's registered office, or if an insolvency practitioner has been appointed for the company.
The name must also be included on company documents and communications - letters, order forms and websites, for example. The company number, registered office address, country of registration and whether it is a limited company/public limited company must all be shown.
Finally, to change a company name after it is incorporated, a special resolution is usually needed, passed by its shareholders. A company's articles of association (or memorandum) –the agreed rules for running it - will usually specify how this can be achieved. The proposed change must then be registered with Companies House.
This article originally appeared in the Herald.
Contributor
Partner
