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1. Using 'limited'
Limited companies must normally have the word 'limited' (or its Welsh equivalent 'cyfyngedig') as part of their company name. This may be abbreviated to 'ltd.' (or 'cyf.'). However, under Section 30 of the Companies Act 1985, some company names need not include the word 'limited' if they satisfy certain criteria.
A company which takes advantage of such an exemption will also:
- be exempt from the Companies Act 1985 in relation to the publication of its name; and
- will not have to send lists of members to the Registrar.
2. What kind of company can be exempt from using 'limited' in its name?
To be exempt, a company must be a private company limited by guarantee; the objects of the company must be the promotion of commerce, art, science, education, religion, charity or any profession; and the memorandum or articles of association must say that:
- any profits, or other income, are to be spent in promoting the company's objects;
- no dividends are to be paid to members;
- if the company is wound up, all the assets are to be transferred to another body which has similar objects, or which promotes a charity.
| A company that wishes to be exempt from using 'limited' in its name must satisfy all the above conditions. If you are not sure whether your company qualifies, you should consult a solicitor. |
In addition, a company which was a private company limited by shares on 25 February 1982 may also be exempt if it did not include 'limited' in its name because it had a licence under section 19 of the Companies Act 1948 and complies with the requirements set out above.
3. If my company qualifies, how do I claim the exemption?
When your company is being formed, you must make a statutory declaration on Form 30(5)(a) and send it to the Registrar with your incorporation documents. More information about forming companies is available in the booklet, 'Company Formation'.
4. What if a company that already exists wants to claim the exemption?
If the company already exists, you must pass a special resolution to change its name, by omitting 'limited'. You must send the resolution to Companies House with a statutory declaration on Form 30(5)(c). See chapter 2 for information about changing your company name.
Forms 30(5)(a) and 30(5)(c) are available free of charge from Companies House, Cardiff and Edinburgh.
5. How much will it cost?
There is no charge for being given exemption to omit the word 'limited' from your company name. If you are claiming the exemption when the company is being formed, you pay the standard incorporation fee.
If you are claiming the exemption for a company that already exists, you pay the standard change-of-name fee.
Please remember that when you have been granted an exemption, you may not alter the memorandum and articles of association in such a way that they no longer satisfy the conditions for exemption.
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