Company law: ‘sensitive words or expressions’ in names

Published: 20/11/2018
Updated: 20/11/2018

SCIOs and companies

The Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2014 set out ‘sensitive words or expressions’ that Companies House must check and approve before they can be used in a company or SCIO. For example:

  • Trust
  • Foundation
  • Association
  • Society
  • Fund

For full details of ‘sensitive words or expressions’, please see the Companies House website guidance (Annex A).

While ‘charity’ and ‘charitable’ are sensitive words, you do not need to seek approval from Companies House before applying to OSCR for incorporation of a SCIO with one of these words in its name. If we decide to incorporate the SCIO, this will allow Companies House to include it on the Index of Company Names.

Where the proposed name for the SCIO includes a ‘sensitive word or expression’ you will need to contact Companies House to get approval before you apply to OSCR. 

 

Applications should be sent to enquiries@companieshouse.gov.uk with ‘SCIO’ in the subject line of your email.

 

Before applying to Companies House you should look at their website guidance, in particular Annex A, which sets out the criteria for approval.

Some words require you to seek the view of a government department or other body before you send your email to Companies House. This is made clear in Annex A. You are also advised to read Annexes B and C. If the relevant body has no objection to your proposed name it will provide you with a ‘statement of non-objection’ you should give to Companies House as part of the application for prior approval. For example:

  • if you are looking to incorporate a SCIO with a name including the words ‘Fund’ or ‘Bank’ you must be able to provide a letter or email of non-objection from the Financial Conduct Authority.

Certain words or expressions will require you to provide evidence or additional information to Companies House. For example:

  • if you are looking to incorporate a SCIO with the word ‘Foundation’ in its name you must be able to show that it has a pool of money or a regular source of finance available to promote its objects. It must also include a non-profit distribution clause in its constitution (this is required in any case for charitable status).

When OSCR looks at an application for incorporation as a SCIO or a change of name that includes a sensitive word or expression we will:

  • expect applicants to confirm that they have the prior permission of Companies House to use it.
  • also check that the proposed name is not ‘objectionable’ in one of the ways set out in the Charities and Trustee Investment (Scotland) Act 2005. Some of these overlap with the sensitive word or expressions.

See our FAQs: SCIO’s on the Index of Company Names for more details.