How to Change Your Limited Company Name by Special Resolution

How to Change Your Limited Company Name by Special Resolution

You step into the business world and make your company name it, but over time you feel the need to change your name. The company name is to change is a common business decision that you can change for different reasons. You feel that what you have called the company  standard is not in accordance or not clear about your work. You have to grow your business or you want to rebrand the company,  you can increase or change its name. This article will cover how to change a company name, the difference between a company name and a brand name, and what you can change when changing company names without changing your business structure.

What is a Limited Company Name Change?

A limited company name change involves the formal procedure for changing a company’s registered name. This has no bearing on the original company entity, its contracts, or obligations. The company still operates as the same business under a new name. 

  1. Rebranding to attract a new audience.
  2. Expanding services beyond the original scope. 
  3. Trademark issues.
  4. Modernising an old-fashioned name. 
  5. Merging with another company. 

Whatever the reason for the change, a legitimate process has to be followed to confer legal authority to that name change.

How to Change Your Limited Company Name

We will tell you about some steps that will make it easier to know how you can change your company’s name.

Check the Availability of the New Name

Before changing the name of your company, it is compulsory to assess the availability of a new name for use. This will involve: 

  1. Be the same or too similar to any existing registered company names.
  2. Contain sensitive words or expressions without lawful authority to do so.
  3. Be offensive or misleading.

Pass a Special Resolution

A unique resolution is actually a formal decision made by company shareholders. For changes in the company name, more than three-fourths of all shareholders present need to consent to that change. This resolution could be conducted either in general meetings or by means of written resolution.

A special resolution should state:

  1. The full legal name of the company.
  2. The new proposed name.
  3. The date the resolution was passed.

File the Name Change with Companies House

The filing of the appropriate form with Companies House is required immediately following the adoption of the special resolution. Common forms used for filing are:

  1. Form NM01- Change of name by special resolution.
  2. Form NM04- If the name change is ordered by the court.

These documents can be filed online and by post. The online process is quicker and usually takes 24 hours, while postal applications might take up to 10 days.

Pay the required Fees

Changing the name of a company has a fee at Companies House:

  1. Online filing: 8 pounds (standard service, 24 hours) or 30 pounds (same day service if submitted before 3 PM).
  2. Paper filing: 10 pounds (standard service, 10 days) or 50 pounds (same day service).

Wait for Approval from Companies House

Companies House will review the application once submitted. This is how it might be, and go for the registration without trouble; if there were no hurdles then, say, the certificate of incorporation regarding the change of name would be obtained by you.

What is the Difference Between a Company Name and a Brand Name?

  1. Company name  

The official name of your company as registered with Companies House, the name that appears on all the legal official documents, tax filings, and contracts.

  1. Brand name  

The name by which a business is known in the market. A business might have different brand names for a legal entity. 

When changing the company or brand name, it is important to ensure that your company or brand name is up to the standard of your business.

Can I Change My Company Name Without Changing My Business Structure?

you can always change your company name without changing the structure of the business. A change of name would change only the registered name of your company, and nothing else—its legal entity, registration number, tax obligations, or ownership structure would not change.

The following remain the same after changing the company name:

  1. Company Registration Number: Your unique identification with Companies House shall remain unchanged.
  2. Legal Obligations & Contracts: All agreements and obligations shall continue under the new name. 
  3. Tax Responsibilities: Your tax status, VAT registration, and HMRC records will not be affected.
  4. Business Structure: Its structure remains intact despite the fact that an organization operates as a private limited company (Ltd), public limited company (PLC), or limited liability partnership (LLP).

What Happens to Existing Contracts and Legal Obligations After a Name Change?

The company changes the name of all present contracts, agreements, and legal obligations. With respect to the name change, legal identity, registration number, and tax obligations do not change. Only the name of the company changes. Below is how to do that:

  1. Notify All Relevant Parties: Informing clients, suppliers, partners, and relevant regulatory bodies has to avoid issues due to the name change. 
  2. Changing Business Documentation: Invoices, contracts, a website, and marketing material should be updated by changing the business name everywhere. 
  3. provide Proof of Change of Name: A company is to provide banks, HMRC, etc., with the Certificate of Incorporation on Change of Name from Companies House, where required. 
  4. Contracts Remain Legally Binding: The company as a whole is retained; therefore, there is no creation of new contracts unless the agreement stipulates this.

Changing the name of a limited company is a simple process but requires great consideration and following complete legal procedure. The important steps are:

  1. To check the new name’s availability.
  2. The passing of a special resolution with approval of company shareholders.
  3. Submission of change with the required fee to Companies House.
  4. Updating company information and notification of relevant parties.

Thus, you can change the name of your company successfully without breaking continuity. With it, the compliance is high, and business transactions are effective. Need help in managing your business communication while going through this transition? Call Answering Services provided by Liscard Business Centre guarantee that you never lose an important call while focusing on the changes in your company!