Filing copy of shareholder written resolution to change company name
Board minutes to change a company's registered name
You can voluntarily change the The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. of your A private company limited by shares incorporated and registered in England and Wales. at any time provided you follow the correct legal process, as to which see Q&A 2.
Changing the A private company limited by shares incorporated and registered in England and Wales. 's The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. does not have any legal impact on the A private company limited by shares incorporated and registered in England and Wales. ; it will continue to operate under the same The registered number of a company, which is allocated by Companies House at incorporation and set out on a company's certificate of incorporation. and any rights and obligations (under contracts, for example) or legal proceedings brought by or against it are unaffected. However there may, of course, be an impact on the reputation or The additional value a business has from its reputation, brand recognition, future growth and connections. It is essentially the value of the probability its customers will return. built up by the A private company limited by shares incorporated and registered in England and Wales. under its existing name, so you should consider this carefully before making any change.
For most Private companies limited by shares incorporated and registered in England and Wales. (including those with The standard, default articles of association that a company can use. Articles set the rules that company officers must follow when running the company.), the change can be effected by the In relation to a company limited by shares, means persons whose names have been entered in the register of members of that company as shareholders in that company. passing a A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares.. However, the A private company limited by shares incorporated and registered in England and Wales. 's Also referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association may provide another means, such as giving the The directors of a company are the individuals who make up the company's board of directors. Directors may be natural persons or companies, but each company must have at least one director who is a natural person. The board is the main decision-making body of the company. the power to make the change by passing a A decision made by the directors at a board meeting or in writing. , so you should check for this.
Assuming there are no special provisions in your Also referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association, to change your A private company limited by shares incorporated and registered in England and Wales. 's The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. you should:
Check that your new A private company limited by shares incorporated and registered in England and Wales. name is suitable and meets the necessary legal requirements by applying the same checks and considerations as you did when choosing your first A private company limited by shares incorporated and registered in England and Wales. name. See Choosing a company name for guidance about the legal requirements your A private company limited by shares incorporated and registered in England and Wales. 's name must meet.
Check no consents are required; if there are, you should obtain these before taking the steps below. If there is a An agreement entered into between the shareholders of a company which regulates the relationship between the shareholders and governs how the company is run. in place for your A private company limited by shares incorporated and registered in England and Wales. , it is likely that you will need prior consents from some or all of your In relation to a company limited by shares, means persons whose names have been entered in the register of members of that company as shareholders in that company. before changing your A private company limited by shares incorporated and registered in England and Wales. name.
Pass a A decision made by the directors at a board meeting or in writing. to approve the proposed change of name and to approve the wording and circulation of the necessary A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. (see below).
Most commonly, this A decision made by the directors at a board meeting or in writing. will be passed at a A meeting of a company's directors., and you must ensure that minutes of this meeting are kept. For template The written record of a board meeting. of such a meeting, see Board minutes to change a company's registered name.
Alternatively, the A formal decision made by the directors or members of a company, which binds the company once it is passed. can be passed as a A decision of a company's directors, taken by all directors unanimously indicating their agreement in writing to the decision or resolution in question. Most commonly, this is achieved by the circulation and signing of a hard-copy written resolution., but such a A formal decision made by the directors or members of a company, which binds the company once it is passed. will only be passed once signed by all The directors of a company are the individuals who make up the company's board of directors. Directors may be natural persons or companies, but each company must have at least one director who is a natural person. The board is the main decision-making body of the company. . For a template A decision of a company's directors, taken by all directors unanimously indicating their agreement in writing to the decision or resolution in question. Most commonly, this is achieved by the circulation and signing of a hard-copy written resolution., see Written board resolution to change a company's registered name.
If your A private company limited by shares incorporated and registered in England and Wales. has only one The directors of a company are the individuals who make up the company's board of directors. Directors may be natural persons or companies, but each company must have at least one director who is a natural person. The board is the main decision-making body of the company. , the A formal decision made by the directors or members of a company, which binds the company once it is passed. can be passed by the An individual who is the only, or sole, director of a company. signing a A formal decision made by the directors or members of a company, which binds the company once it is passed. to approve the change of name. For a template An individual who is the only, or sole, director of a company. A formal decision made by the directors or members of a company, which binds the company once it is passed. , see Sole director resolution to change a company's registered name.
For general guidance on passing board Formal decisions made by the directors or members of a company, which bind the company once passed. , including guidance on convening a A meeting of a company's directors., see Board and shareholder decisions.
Pass the A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. to effect the name change.
The most straightforward way of doing this is by circulating a A procedure allowing private companies to pass a members' resolution without having to hold a general meeting. Copies of the resolution are circulated to each member in hard copy or electronic form, for the members to consider and return their agreement to the resolution if they so decide. to the In relation to a company limited by shares, means persons whose names have been entered in the register of members of that company as shareholders in that company.. For a template written A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. approving a change to your A private company limited by shares incorporated and registered in England and Wales. 's The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. , see Shareholder written resolution to change a company's registered name.
As an alternative to passing a A procedure allowing private companies to pass a members' resolution without having to hold a general meeting. Copies of the resolution are circulated to each member in hard copy or electronic form, for the members to consider and return their agreement to the resolution if they so decide., your A private company limited by shares incorporated and registered in England and Wales. could instead convene a A meeting of the company's shareholders or members. to consider and pass a A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. approving a change of name, but this involves additional time and bureaucracy so is relatively unusual for Companies which are not public limited companies and whose constitutions state that the liability of their shareholders is limited to the amount, if any, unpaid on their shares. The vast majority of SMEs will be private companies and not public companies. There are a number of differences between private and public companies, including the ability of a public company, but not a private company, to offer its shares to the public and the requirement for a public company, but not a private company, to have a minimum amount of share capital..
For guidance on convening Meetings of a company’s directors. and passing a A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. using the A procedure allowing private companies to pass a members' resolution without having to hold a general meeting. Copies of the resolution are circulated to each member in hard copy or electronic form, for the members to consider and return their agreement to the resolution if they so decide. procedure, see Board and shareholder decisions.
Make the change of name legally effective by filing the necessary documents at The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public.; see Q&A 5 for guidance on how to do this. Your The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. is not officially changed until you receive a new The certificate issued by Companies House to confirm that a company's registered name has been changed. A change of registered name is legally effective from the date on the Certificate of Incorporation on Change of Name. from The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public., in response to your filings, to confirm your new name. Until then you must continue operating under your existing The name under which a company was registered, and which appears on its certificate of incorporation. If the company has recently changed its name, then its registered name will be the name on its most recent certificate of incorporation on change of name. .
Ensure that, once you receive your The certificate issued by Companies House to confirm that a company's registered name has been changed. A change of registered name is legally effective from the date on the Certificate of Incorporation on Change of Name. from The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public., you are ready to immediately take the necessary practical steps to reflect your change of name; see Q&A 7 for information about what you need to do.
The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. may refuse your change of name if it is the same as another A private company limited by shares incorporated and registered in England and Wales. 's name or it is prohibited for some reason; for example, if it is offensive.
For guidance on what you should look out for when choosing a A private company limited by shares incorporated and registered in England and Wales. name and how to avoid your proposed name from being rejected by The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public., see Choosing a company name.
There are certain situations in which you might be forced to change your A private company limited by shares incorporated and registered in England and Wales. name; these can include:
if the name was somehow registered even though it was too similar to another name;
if you gave misleading information to The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. in applying to register the name (for example, evidence to show consent for a sensitive name);
exceptionally, if the name is likely to cause public harm because it gives a very misleading indication of what your A private company limited by shares incorporated and registered in England and Wales. does; or
an objection to your A private company limited by shares incorporated and registered in England and Wales. 's name is upheld and an order is made for you to change the name.
For more guidance on this and on the right of someone to object to your A private company limited by shares incorporated and registered in England and Wales. 's name, see Choosing a company name.
Once you have carried out the necessary internal A private company limited by shares incorporated and registered in England and Wales. procedures to change the A private company limited by shares incorporated and registered in England and Wales. 's name (see Q&A 1 for guidance about what you need to do), you need to file certain documents with The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. in order to complete the change and make it legally effective.
What you need to file depends on whether the change was made by passing a A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. of the In relation to a company limited by shares, means persons whose names have been entered in the register of members of that company as shareholders in that company. or by following an alternative procedure set out in the A private company limited by shares incorporated and registered in England and Wales. 's Also referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association. If your A private company limited by shares incorporated and registered in England and Wales. has the The standard, default articles of association that a company can use. Articles set the rules that company officers must follow when running the company., the change will usually be made by A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. (as described in Q&A 2).
The filing requirements to make your change of name legally effective are as follows:
Where the change was made by passing a A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares.
You must:
File the NM01 form with The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public.. This can be filed online via the WebFiling service (if your A private company limited by shares incorporated and registered in England and Wales. is registered for online filing), or otherwise via a hard-copy paper form by post.
File a copy of the A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. approving the change of name with The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public..
If you file the NM01 form online via the WebFiling service, The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. will generate a filing copy of your A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. for you. If you file the hard-copy paper NM01 form, you will need to send a filing copy of the A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares.. For a template filing copy, see Filing copy of shareholder written resolution to change company name.
Pay the necessary fee (see below).
This must be done within the 15-day period after the A decision made by shareholders of a company, which requires the approval of shareholder(s) holding 75% or more of the company's voting shares. was passed.
Where the change was made by following an alternative procedure set out in the A private company limited by shares incorporated and registered in England and Wales. 's Also referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association
You must file the NM04 form with The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. and pay the necessary fee (see below). This must include a statement that confirms that the A private company limited by shares incorporated and registered in England and Wales. has complied with the procedure for changing its name that is set out in its Also referred to as articles of association, a company’s articles are the main body of rules which govern how the company regulates its internal affairs (subject to certain overriding legal requirements). Important matters addressed in the articles include the division of powers between directors and shareholders, the composition and operation of the board of directors, matters relating to the holding and conduct of directors’ and shareholders’ meetings, and provisions relating to the transfer of shares. of association. You cannot file the NM04 form online via the WebFiling service, so you will need to send a hard-copy paper form to The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public..
There is a fee for making the change; this is currently £20 for an online filing (for form NM01 only) or £30 for a paper filing for either form. The process should take 24 hours if done online and 5 working days if done by post. If you want a guaranteed same-day service using the online form, it will cost £83.
If The registrar of all companies in the UK. Companies House incorporates and dissolves limited companies, registers the information companies are legally required to supply, and makes that information available to the public. accepts your proposed change of name, you will be issued with a The certificate issued by Companies House to confirm that a company's registered name has been changed. A change of registered name is legally effective from the date on the Certificate of Incorporation on Change of Name.. Your new name comes into effect from the date on which the certificate is issued.
After changing your A private company limited by shares incorporated and registered in England and Wales. name, you are legally required to:
change all of your stationery and update any websites you run to display your new name; and
display your new name at your An address a company is required to have, which must be in the same UK jurisdiction in which the company is registered, to which communications and notices may be sent., any An alternative address where a company keeps registers and records available for public inspection, which is not the company's registered office. Such an address must be notified to Companies House and is known as a single alternative inspection location, or SAIL. (if you have one), and any other location where you carry on business.
For further information about these requirements, see Company stationery and What to do at a registered office.
You may need to notify a regulator or another official body of a name change; for example, if you hold a licence. You may also have obligations under contracts to which you are party to notify someone in the event of a change of name.
In addition, you should consider whether it is necessary to inform Individuals hired personally to work under contracts of employment, usually in exchange for payment. Employees are normally fully integrated into the business and the employer exercises a large degree of control over their work., customers, suppliers and others about your name change.