For all CIOs: Inclusion in index of company names

Since 1 January 2018 the names of all charitable incorporated organisations registered in England and Wales (CIOs) are included in the index of company names maintained by Companies House, even though CIOs are not companies. The index already includes names of all companies registered in the UK, as well as community benefit societies, registered co-operatives and other incorporated bodies, and CIOs are now included as well. 

Inclusion in the index will help protect CIOs from a company or other CIOs using the same or a too-similar name, because an organisation in the index cannot have a name which is the same as, or too similar to, another organisation in the index. This is a good thing, but means that a CIO, or company will not be allowed to use a name already on the register. For example if a charitable company is registered as St Mary's Nursery, a CIO could not be registered with that name and might have to put its location or some other distinguishing word in its name. 

Anyone planning to set up (or change the name of) a CIO company, community benefit society or co-operative should always check the index of company names to be sure the name is not already in use. (Similarly, anyone setting up or changing the name of any charity – whether incorporated or unincorporated – should check the Charity Commission register to be sure the charity name is not already in use.) 

To search the index of company names, click on 'Find a company' at www.companieshouse.gov.uk. For CIOs, there will be a separate number on the index of company names, starting with CE for CIOs registered in England and Waes in addition to their registration numbers with the Charity Commission. This CE/CS number is purely for purposes of the company names index; it should not be used by the CIO and should not be included on headed paper, websites, emails and other documents where a registered number is displayed; these documents should include only the Charity Commission registration number. (This does not apply to charitable companies. Their headed paper etc must include both their charity number and company number, as they have two separate registrations.) 

The Charity Commission, in its guidance on CIO names, refers to the index of company names as the index of business names, but this is not its proper name. Under company law, a business name is a trading name or operating name that is not the company's registered name.  

For new CIOs: Companies House approval for name

A significant downside of the new rules is that CIOs registering since 1 January 2018 which want to use a "sensitive word or expression", as defined in company law, in their name will need to get a statement from Companies House before applying to the Charity Commission for registration. The Charity Commission refers to this as a statement of non-objection. Some words or expressions also require a statement of non-objection from another body or government department; for example a name which includes 'fund' or 'bank' in its name would need a statement from the Financial Conduct Authority. 

The Resources section below has links to Charity Commission guidance for obtaining the necessary statements from Companies House and (if required) other bodies, and links to Companies House guidance on sensitive words and expressions, with lists of the words and expressions and what needs to be sent to Companies House when applying for the statement. 

Sensitive words include association, British, charitable, charity, federation, foundation, fund, society, trust and many others that might be used in CIO names, so anyone setting up a CIO needs to be aware of the rules. Where a statement or statements of non-objection/approval are required, they should be included in the Name section of the application form. An application to set up a CIO which does not include the necessary statement(s) of non-objection or approval cannot be processed. 

The Commission's guidance says the Companies House statement is not required where the only sensitive word in a proposed CIO name is association, charitable, charity, foundation or trust. An email sent out by the Charity Commission's registration team on 1 February refers only to charity and charitable as not needing CC consent; this appears to be incorrect in relation to CIOs.   

Resources

Guidance

For CIOs: Summary of the legislative changes and how to apply for use of a sensitive word or expressiont https://www.gov.uk/guidance/legislative-changes-affecting-the-charitable-incorporated-organisation-cio.
The section on the what it calls the index of business names sets out the procedure for applying to Companies House.
Companies House guidance on company names (now also applicable to CIOs), at https://www.gov.uk/government/publications/incorporation-and-names/incorporation-and-names, especially s.6 on choosing a company name, s.7 on sensitive words and expressions, and s.8 on objections to company names.
Annexes A, B and C, to be used in conjunction with the Companies House guidance on sensitive words and expressions, via https://www.gov.uk/government/publications/incorporation-and-names.

Legislation

The Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2014

http://www.legislation.gov.uk/uksi/2014/3140/contents/made.

The Company, Limited Liability Partnership and Business (Names and Trading Disclosures) Regulations 2015,

http://www.legislation.gov.uk/uksi/2015/17/contents/made.

The Index of Company Names (Listed bodies) (England and Wales) Order 2017,

http://www.legislation.gov.uk/uksi/2017/1233/contents/made.

sourcesandyadirondack 06.02.18