It is very common for companies to change their official registered name at some point after incorporation. The need for changing a company name can arise for many reasons, such as correcting a spelling mistake, reflecting a change of business activities or trading location, changing or adding the name of one of the business owners/LLP partners, or because the existing name is too similar to the name of another company.
Whatever the reason for changing a company name, it’s normally a very easy procedure which only costs £20 (when filed online). Read on to find out how to do this and what checks you should carry out before changing a company name.
How to change your company name
Before you apply to Companies House to change the name of your company, you must refer to the articles of association and any Shareholders’ Agreement or Partnership Agreement that may be in place. These documents will contain important information about the rules and restrictions on changing a company name.
In most companies, the shareholders or guarantors (members) will have to agree (either by a majority of 75% or unanimous agreement) to any change of company name, because it is a significant decision that could have a huge impact on the business. In some companies, however, directors are granted the power to change the company name without member approval.
Company name change authorised by members
If the articles of association stipulate member approval to change the company name, they will be required to pass a special resolution at a general meeting (or by written resolution) to authorise the change. At least a 75% majority vote of the members will be required for the change to take effect.
If the required majority is achieved, then the directors should record this in the minutes of the meeting (if applicable) and file the form NM01 ‘Notice of Change of Name by Resolution’, together with the resolution, at Companies House within 15 days. The NM01 form should include the following information:
- company registration number
- existing company name in full (including ‘LTD’ or ‘Limited’ at the end)
- proposed new name in full
You can send this information online or by post, and you must include the payment at the same time. If the new name contains any restricted or sensitive words or expressions, you must include relevant supporting documents too. It is quicker and easier to change the company name online via WebFiling or Quality Company Formations’ online Company Manager facility.
Companies House will update the change against your company’s details on public record and send a Certificate of Name Change as confirmation. You must not start using the new name until this certificate has been received.
Company name change authorised by directors
If the articles of association allows for directors to change the company name without the approval of members, the directors simply have to pass a board resolution and complete the Form NM04 ‘Notify a Change of Name by Means Provide for in the Articles’ and send it to Companies House by post (this form cannot be filed online), together with a £30 disbursement fee and any supporting documents for restricted/sensitive words or expressions (if applicable). Again, you must wait until the Certificate of Name Change has been received from Companies House before you start using your new company name.
Changing the name of a limited liability partnership
To change the name of your LLP, you will most likely require approval from all LLP members. To give notice of the change to Companies House, you must complete and file Form LL NM01 ‘Change of Name of a Limited Liability Partnership’ online or by post and include the £20 or £30 payment at the same time. To complete this form, you will need to provide the following details:
- LLP registration number
- Existing LLP name in full (including ‘LLP’ or ‘Limited Liability Partnership’ at the end)
- Proposed name
- Name ending
- Confirmation if the name includes sensitive or restricted words or expressions
A designated LLP member is responsible for sending the form, payment and any supporting documents to Companies House to notify the change of name, either online or by post. When you receive the Certificate of Name Change, you may start using your new LLP name.
Certificate of name change
Upon changing a company name, you will be issued with a Certificate of Incorporation on Change of Name. Companies House will send this to you by post or online (whichever method you used to notify them of the change of name) to confirm that the change has been approved and updated on public record.
This is not a replacement Certificate of Incorporation. It simply confirms the change of company name and the date it takes effect. You must retain this certificate at your registered office address, along with your Certificate of Incorporation.
Updating bank accounts, stationery, and third parties
It is important to update your business bank account details, credit agreements, loans, leases, and any other contracts you may have to reflect the new name.
Stationery, websites, emails, and company signage must be updated within 14 days of changing a company name. Remember to get new domain names, too.
Furthermore, you should inform all of your business contacts that you have a new name, preferably by email or letter, to avoid any confusion and explain the reason for the name change.
