Can I register a company name without actually forming a company?

This is a common question for our Customer Services team. The short answer is no. In order for your company name to be ‘reserved’, a company will still need to be formed, and even then you may consider further measures to ensure others cannot use the name in question. If you’re not sure what route is best for you or what to do next, we have some tips to help you get started.

Check the availability
First of all, have you checked to see whether the name is actually available to use? Some people decide on the name, only to find out when they try to incorporate the company that the name isn’t available, so always check beforehand! You can easily see what is currently available by using the search bar on the Company Formation MadeSimple homepage.

Should I register a company to ensure I have the company name?
This is entirely up to you. Some people choose not to form a company if they’re not ready to trade and prefer to register a company nearer the time. If you are certain that you don’t want anyone else to have the name we recommend forming a limited company and looking into trademarks.

Do further research
Make sure the name isn’t trademarked. This could cause further problems down the line if you’re looking to use the name for your business - the use of the name could be contested if it’s already been secured by someone else. If company name disputes do arise, Companies House tend to be on the side of the person who has had the name or trademark secured longer. Search for a trademark here and check applications that have been accepted in the last week here. Also, take time to ensure you are clued up on the rules around displaying your company name.

How do I form a company?
The most popular way to form a company is online which (once the forms are submitted) generally takes around 3 working hours, but this does depend on Companies House’s workload. The most commonly used company structure is ‘limited by shares’ (which the rest of the answers focus on).

Can I make the company dormant?
There isn’t a way to technically make a company ‘dormant’ (not trading) - the company will automatically be ‘dormant’ if you open it and don’t trade, and then you will just need to notify HMRC if you do decide to start trading. A dormant company will still appear as ‘active’ on the Companies House register, this simply means the company still has the option to trade. Dormant companies must still file a confirmation statement and company accounts.

Are there any filing requirements I should be aware of?
As a business owner, you will need to be clued up on your legal obligations, as there are annual requirements whether you intend to trade with the company straight away or not.  Check with an accountant or business advisor if you need more advice on annual accounts as these may be tricker - you can read the latest government guidance here.

When are the annual filings due?
It’s important to note that the dates for the Confirmation Statement and Annual Accounts differ - the Confirmation Statement will be due a year after you incorporated, whereas the Annual Accounts allow you a bit of extra time (the deadline is 21 months for the first and 9 months thereafter). You are able to file the accounts earlier than the deadline (although no more than 2 weeks before for the Confirmation Statement) but make sure you meet the deadline as you will receive fines for lateness, and could eventually have your company closed down.

Are there any services that can help me with these filing requirements?
Yes! If you’re looking for a way to open a company and not have to worry about the filings when they are due, perhaps our Reserve a Company Name service could come in handy. We help form the company for you and will then take care of the necessary filing obligations. Otherwise, we have separate services to file the Confirmation Statement and Dormant Company Accounts.

What happens when you decide you no longer want to have a limited company?
You are able to dissolve (close) a company after forming it - there isn’t a time period in which you need to wait before doing so. See here for more information about dissolving a company. Closing down the company itself shouldn’t affect your future in business, but we always recommend dissolving a company officially (via DS01 form), as opposed to letting Companies House do it due to non-filing of the Confirmation Statement or Annual Accounts, as this will show in the company’s filing history.

What happens if I want to change the company name?
You can! We have a Company Name Change service to help - but remember that you will be able to see previous names in the filing history. You will get a ‘Certificate of Incorporation on Change of Name’. More information can be found here.

If you are unsure which option is best for you and for more in-depth information, we always advise speaking with a trained business advisor who will be able to give you the best information for your circumstances. Please note that there is a complimentary 15-minute tax and consultancy consultation included with our UK company formations.

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