Can we remove “limited” from the end of our company name?
30 July 2018
In certain circumstances a private limited company can apply to Companies House to be registered with a name that does not have “limited” (or the Welsh equivalent) at the end. This article summarises the circumstances of this exemption.
A company’s name is whatever name it is registered with at Companies House.
The general rule for a limited company that is a private company is that its name must end with “limited” or “ltd” (or the Welsh equivalent if the Companies House register states that its registered office is to be situated in Wales). If it is a public company, its name must end with “public limited company” or “p.l.c.” (or the Welsh equivalent).
Persons dealing with the company will then be put on notice that it has limited liability.
We’ll assume here that the company is a private company, not Welsh and not a community interest company. (A community interest company must have certain prescribed endings to its name). It is either about to be incorporated or it is already incorporated with “limited” at the end of its name.
A private limited company (which wishes to have a name without “limited” at the end) may apply to Companies House for an exemption from that general rule if it is:
- a company limited by guarantee which:
- has as its objects (which would be set out in its articles of association) the promotion or regulation of commerce, art, science, education, religion, charity or any profession and anything incidental or conducive to those objects; and
- also provides in its articles of association that:
- its income must be applied in promoting its objects;
- dividends (or returns of capital) to its members are prohibited; and
- if the company is wound up, all its surplus assets are to be transferred to another body which has similar objects or which has objects which are the promotion of a charity and anything incidental or conducive thereto; or
- a company which is a charity. (A charity would have features akin to the above conditions).
Another option may be to incorporate or reregister the company as an unlimited company. Such a company is prohibited from having “limited” at the end of its name. However that may be an undesirable step to make in the circumstances. An unlimited company is one which does not have any limit on the liability of its members. This means that its members are ultimately liable for its debts on its winding up.
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