Wildbore & Gibbons

A new Company Names Tribunal has been set up under the Companies Act 2006. Its task is to adjudicate in company name disputes brought under new rules which came into force on 1 October 2008.

Unlike the well-established informal procedure for objections, where it is merely necessary to point out to Companies House that a new name is “too like” the complainant’s existing registered company name, the new rules require the complainant to show that it has a goodwill in the earlier name and that the use of the new name would be likely to mislead. The complainant does not, however, need to have a registered company name or indeed a registered trade mark.

The registrant of a new name has a number of possible defences including, somewhat surprisingly, a defence that it has incurred substantial start-up costs in preparation or has adopted the name in good faith. It seems that these rules are drafted to give some protection to the “honest trader” who merely fails to do trade mark and company name searches before registering the new name. Indeed, the UKIPO, whose trade mark hearing officers will be the first company name adjudicators, takes the view that the rules are intended only to thwart “opportunistic” company name registrations – those intended, for example, to hold the other party to ransom.

It remains to be seen whether the Company Names Tribunal will interpret the rules so narrowly. After all, ignorance of earlier rights is no defence to infringement or passing-off in a court of law.

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