Change of name of a private limited company A company can call itself by any name it wishes so long as complies with certain rules. The name must Not already be used by another company Include the word Limited (Ltd) or Public Limited Company (Plc) as appropriate Must not be offensive Must be intended to deceive Must not be criminal There are also certain specific words that require the approval of the Secretary of State In order to change its name a company must pass a special resolution – this means it requires at least 75% of the vote – in a general meeting of the company. The general meeting may be either an extraordinary (EGM) or an annual (AGM) meeting At least 21 days notice of an Extraordinary General Meeting has to be given and the notice must specify the intention to pass a special resolution to change the name. The period of notice can be shortened if at least 95% of those shareholders entitled to attend and vote give their consent. If however the meeting at which it is proposed to pass the special resolution is an Annual General Meeting then all of the shareholders have to consent. Alternatively all members of the company can sign a written resolution. If the written resolution method is used then a copy has to be provided to the companies auditors (if any) Once the resolution has been passed then a copy of this certified by the company chairman must be sent to Companies House along with a cheque for £10. The address to send it to is Companies House Crown way Maindy Cardiff CF14 3UZ The certified copy of the resolution has to be submitted to Companies House within 15 days of the resolution being passed Companies House will issue a ‘Certificate of Incorporation of Change of Name’. The change of name takes affect once this is issued Dealing with the resolution either at meeting or by written resolution as above will be correct for most companies. It is however important to check the Articles of Association of the Company have not been altered in some unusual way that would require a different procedure to be adopted. Further, if there is a shareholders agreement then this too should be checked to ensure that the terms if it are not being breached. Our pack contains suggested wording for Notice of meeting Consent to short notice Minutes of meeting passing the special resolution Written resolution Change of Name - company £15 The documents downloaded from this web site will be in the form of a Zip file. Once downloaded it will unzip to a Word document. You will need a zip utility to unzip the document - Windows XP contains a built in utility. Alternatively shareware versions suitable for unzipping a file can be obtained from the Internet - for example, click the Winzip button at the side of this page. The documents available on this site have been prepared for use in England & Wales. They may not be valid if used in other areas.
Change of name of a private limited company
A company can call itself by any name it wishes so long as complies with certain rules. The name must
There are also certain specific words that require the approval of the Secretary of State
In order to change its name a company must pass a special resolution – this means it requires at least 75% of the vote – in a general meeting of the company. The general meeting may be either an extraordinary (EGM) or an annual (AGM) meeting
At least 21 days notice of an Extraordinary General Meeting has to be given and the notice must specify the intention to pass a special resolution to change the name. The period of notice can be shortened if at least 95% of those shareholders entitled to attend and vote give their consent. If however the meeting at which it is proposed to pass the special resolution is an Annual General Meeting then all of the shareholders have to consent.
Alternatively all members of the company can sign a written resolution. If the written resolution method is used then a copy has to be provided to the companies auditors (if any)
Once the resolution has been passed then a copy of this certified by the company chairman must be sent to Companies House along with a cheque for £10. The address to send it to is
Companies House Crown way Maindy Cardiff CF14 3UZ
The certified copy of the resolution has to be submitted to Companies House within 15 days of the resolution being passed
Companies House will issue a ‘Certificate of Incorporation of Change of Name’. The change of name takes affect once this is issued
Dealing with the resolution either at meeting or by written resolution as above will be correct for most companies. It is however important to check the Articles of Association of the Company have not been altered in some unusual way that would require a different procedure to be adopted. Further, if there is a shareholders agreement then this too should be checked to ensure that the terms if it are not being breached.
Our pack contains suggested wording for
The documents downloaded from this web site will be in the form of a Zip file. Once downloaded it will unzip to a Word document. You will need a zip utility to unzip the document - Windows XP contains a built in utility. Alternatively shareware versions suitable for unzipping a file can be obtained from the Internet - for example, click the Winzip button at the side of this page.
The documents available on this site have been prepared for use in England & Wales. They may not be valid if used in other areas.
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