Name
Companies Act 2014
Name
26. (1) The name of a company shall end with one of the following:
— limited;
— teoranta.
(2) The word “limited” may be abbreviated to “ltd.” (including that abbreviation in capitalised form) in any usage after the company’s registration by any person including the company.
(3) The word “teoranta” may be abbreviated to “teo.” (including that abbreviation in capitalised form) in any usage after the company’s registration by any person including the company.
(4) A company carrying on business under a name other than its corporate name shall register in the manner directed by law for the registration of business names but the use of the abbreviation set out in subsection (2) or (3) shall not of itself render such registration necessary.
(5) No company shall be registered on—
(a) its incorporation; or
(b) should such occur, its re-registration, merger or division,
by a name which, in the opinion of the Registrar, is undesirable.
(6) An appeal shall lie to the court against a refusal by the Registrar to register a company (in any of the circumstances referred to in paragraph (a) or (b) of subsection (5)) on the ground there referred to.
Trading under a misleading name
27. (1) Neither a body that is not a company nor an individual shall carry on any trade, profession or business under a name which includes, as its last part, the word “limited” or the words “company limited by shares” or any abbreviations of any of the foregoing words.
(2) If a body or individual contravenes subsection (1), the body or individual and, in the case of a body, any officer of it who is in default, shall be guilty of a category 3 offence.
(3) Subsection (1) as it relates to the use of the word “limited”, or any abbreviation of that word, shall not apply to a society registered under the Industrial and Provident Societies Acts 1893 to 2014.
(4) A company shall not, in the following circumstances, use a name which may reasonably be expected to give the impression that it is any type of company other than a private company limited by shares or that it is any other form of body corporate.
(5) Those circumstances are circumstances in which the fact that it is a private company limited by shares is likely to be material to any person.
(6) If a company contravenes subsection (4), the company and any officer of it who is in default shall be guilty of a category 3 offence.
(7) Subsection (1) shall not apply to any company—
(a) to which Part 21 applies, and
(b) which has provisions in its constitution that would entitle it to rank as a private company limited by shares (whether under this Part or Part 16 ) if it had been registered in the State.
Reservation of a company name
28. (1) In this section—
“reserved” means reserved under subsection (4) for the particular purpose mentioned in subsection (2);
“specified period” means the period specified in the relevant notification made by the Registrar under subsection (5).
(2) A person may apply to the Registrar to reserve a specified name for either of the following purposes, namely—
(a) the purpose of a company that is proposed to be formed by that person being incorporated with that name;
(b) the purpose of a company changing its name to that name,
and, in either such case, such an application shall be accompanied by the prescribed fee.
(3) In subsection (2), “person” means, for the purposes of paragraph (b) of it, the company referred to in that paragraph.
(4) On the making of such an application, the Registrar may, subject to subsection (7), determine that the name specified in the application shall be reserved for the particular purpose mentioned in subsection (2).
(5) That determination shall be notified to the applicant by the Registrar and that notification shall specify the period for which the name is reserved.
(6) The specified period shall not be greater than 28 days and shall be expressed to begin on the making of the notification.
(7) A name shall not be reserved that, in the opinion of the Registrar, is undesirable.
(8) A person in whose favour a name has been reserved may, before the expiry of the specified period, apply to the Registrar for an extension of the specified period; such an application shall be accompanied by the prescribed fee.
(9) On the making of such an application, the Registrar may, if he or she considers it appropriate to do so, extend the specified period for such number of days (not exceeding 28 days) as the Registrar determines and specifies in a notification of the determination to the applicant.
Effect of reservation of name
29. (1) During the specified period and any extension under section 28 (9) of that period, a company shall neither—
(a) be incorporated with a particular reserved name save on application of the person in whose favour that name has been reserved; nor
(b) be incorporated with a name that, in the opinion of the Registrar, is too like a particular reserved name.
(2) During the specified period and any extension under section 28 (9) of that period, a company shall neither—
(a) change its name to a particular reserved name (unless it is the company in whose favour the name has been reserved); nor
(b) change its name to a name that, in the opinion of the Registrar, is too like a particular reserved name.
(3) If an application for the incorporation of a company with a name that has been reserved under section 28 is received by the Registrar during the specified period (or any extension of it granted under section 28 (9)) from the person in whose favour the name has been so reserved, the fee payable to the Registrar in respect of that incorporation shall be reduced by an amount equal to the amount of the fee paid under section 28 (2) in respect of the reservation of that name.
(4) In this section “reserved” and “specified period” have the same meaning as they have in section 28 .
Change of name
30. (1) A company may, by special resolution and with the approval of the Registrar, signified in writing, change its name.
(2) Subsection (3) applies if, through inadvertence or otherwise, a company is registered by a name (whether on its first registration, or on its registration by a new name) which, in the opinion of the Registrar, is too like the name by which a company in existence is already registered.
(3) Where this subsection applies the first-mentioned company in subsection (2)—
(a) with the approval of the Registrar — may change its name; or
(b) if, within 6 months after the date of its being registered by the first-mentioned name in subsection (2), the Registrar directs it to do so — shall change its name.
(4) A direction under subsection (3)(b) shall be complied with within a period of 6 weeks after the date of its being given or such longer period as the Registrar may think fit to allow.
(5) Where a company changes its name under this section, the Registrar shall enter the new name in the register in place of the former name, and shall issue a certificate of incorporation altered to meet the circumstances of the case.
(6) A change of name by a company under this section shall not affect any rights or obligations of the company, or render defective any legal proceedings by or against the company, and any legal proceedings which might have been continued or commenced against it by its former name may be continued or commenced against it by its new name.
(7) A company which was registered by a name specified by statute, may, notwithstanding anything contained in that statute, change its name in accordance with subsection (1), but, if the Registrar is of the opinion that any Minister of the Government is concerned in the administration of the statute which specified the name of the company, the Registrar shall not approve of the change of name save after consultation with that Minister of the Government.
(8) If a company fails to comply with a direction under subsection (3)(b) within the period provided under subsection (4), the company and any officer of it who is in default shall be guilty of a category 4 offence.
Publication of name by company
49. (1) A company—
(a) shall display its name in a conspicuous position, in letters easily legible, outside every office or place in which its business is carried on and at its registered office; and
(b) shall have its name mentioned in legible characters in each of the following:
(i) all notices and other official publications of the company;
(ii) all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods purporting to be signed by or on behalf of the company;
(iii) all invoices, receipts and letters of credit of the company.
(2) If a company contravenes subsection (1)(a) or (b), the company and any officer of it who is in default shall be guilty of a category 4 offence.
(3) The use of the abbreviation “ltd” instead of “limited” or “teo” instead of “teoranta” shall not be regarded as constituting a contravention of this section.
(4) This section is without prejudice to section 151 .
The text in italics on this page is sourced from the Irish Statute Book and is re-published under the Licence for Re-Use of Public Sector Information made pursuant to Directive 2003/98/EC Directive 2013/37/EU of the European Parliament and of the Council on the re-use of public sector information transposed into Irish law by the European Communities (Re-Use of Public Sector Information) Regulations 2005 to 2015;