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

Made: 26th November 2014

Laid before Parliament: 27th November 2014

Coming into force: 31st January 2015

The Secretary of State makes the following Regulations in exercise of the powers conferred by sections 55(1), 56(1)(b), 1194(1), 1195(1)(b) and 1292(1) of the Companies Act 2006 and sections 55(1), 56(1)(b) and 1292(1) of the Companies Act 2006 as applied to limited liability partnerships by regulations 8 and 81 of the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 .

Citation and commencement

1

These Regulations may be cited as the Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2014 and come into force on 31st January 2015.

Interpretation

2

• (1) In these Regulations “the 2006 Act” means the Companies Act 2006.

• (2) Any reference in these Regulations to section 55 or 88 of the 2006 Act includes a reference to that section as applied by regulation 8 or 17 of the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009.

Specified words and expressions to which sections 55 and 1194 of the 2006 Act apply

3

The following words and expressions are specified for the purposes of sections 55(1) and 1194(1) of the 2006 Act—

• (a) the words and expressions set out in Part 1 of Schedule 1;

• (b) the plural and possessive forms of those words and expressions, and, where relevant, the feminine form; and

• (c) in the case of the words and expressions set out in Part 1 of Schedule 1 which are marked with an asterisk, the grammatically mutated forms of those words and expressions.

Specified words and expressions to which section 55 of the 2006 Act applies

4

The following words and expressions are specified for the purposes of section 55(1) of the 2006 Act—

• (a) the words and expressions set out in Part 2 of Schedule 1;

• (b) the plural and possessive forms of those words and expressions, and, where relevant, the feminine form; and

• (c) in the case of the words and expressions set out in Part 2 of Schedule 1 which are marked with an asterisk, the grammatically mutated forms of those words and expressions.

Applications where situation of registered office or principal place of business is irrelevant

5

In connection with an application for the approval of the Secretary of State under section 55 or 1194 of the 2006 Act in relation to a name that includes a word or expression specified in column (1) of Part 1 of Schedule 2, the applicant must seek the view of the Government department or other body set out opposite that word or expression in column (2) of Part 1 of Schedule 2.

Applications where situation of registered office or principal place of business is relevant

6

In connection with an application for the approval of the Secretary of State under section 55 or 1194 of the 2006 Act in relation to a name that includes a word or expression specified in column (1) of Part 2 of Schedule 2, the applicant must seek the view of a Government department or other body as follows—

• (a) in the case of—

• (i) a company or limited liability partnership that has already been registered, whose registered office is situated in England and Wales;

• (ii) a proposed company or limited liability partnership that has not yet been registered under the 2006 Act, whose registered office is to be situated in England and Wales;

• (iii) a business, whose principal place of business is or is to be situated in England; and

• (iv) an overseas company (see section 1044 of the 2006 Act),

the Government department or other body set out in column (2) of Part 2 of Schedule 2 opposite that word or expression;

• (b) in the case of—

• (i) a company or limited liability partnership that has already been registered, that is a Welsh company or Welsh LLP (see section 88 of the 2006 Act);

• (ii) a proposed company or limited liability partnership that has not yet been registered, that is to be a Welsh company or Welsh LLP; and

• (iii) a business, whose principal place of business is or is to be situated in Wales,

the Government department or other body set out in column (3) of Part 2 of Schedule 2 opposite that word or expression;

• (c) in the case of—

• (i) a company or limited liability partnership that has already been registered, whose registered office is situated in Scotland;

• (ii) a proposed company or limited liability partnership that has not yet been registered, whose registered office is to be situated in Scotland; and

• (iii) a business, whose principal place of business is or is to be situated in Scotland,

the Government department or other body set out in column (4) of Part 2 of Schedule 2 opposite that word or expression; and

• (d) in the case of—

• (i) a company or limited liability partnership that has already been registered, whose registered office is situated in Northern Ireland;

• (ii) a proposed company or limited liability partnership that has not yet been registered, whose registered office is to be situated in Northern Ireland; and

• (iii) a business, whose principal place of business is or is to be situated in Northern Ireland,

the Government department or other body set out in column (5) of Part 2 of Schedule 2 opposite that word or expression.

Revocation

7

The Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2009 are revoked.

SCHEDULE 1 — SPECIFIED WORDS AND EXPRESSIONS

PART 1 — Words and Expressions specified for the purposes of sections 55(1) and 1194(1) of the 2006 Act

PART 2 — Words and Expressions specified for the purposes of section 55(1) of the 2006 Act

SCHEDULE 2 — LIST OF GOVERNMENT DEPARTMENTS AND OTHER BODIES WHOSE VIEWS MUST BE SOUGHT

PART 1 — Applications Where Situation of Registered Office or Principal Place of Business is Irrelevant

PART 2 — Applications Where Situation of Registered Office or Principal Place of Business is Relevant

Signed

Jo Swinson — Parliamentary Under Secretary of State for Employment Relations and Consumer Affairs — 2014-11-26

Explanatory note

(This note is not part of the Regulations)

Footnotes

[^f00001]: 2006 c. 46.

[^f00002]: S.I. 2009/1804, amended by S.I. 2009/2995; there are other amending instruments but none is relevant.

[^f00003]: S.I. 2009/2615.

Editorial notes

[^c2226762]: 2006 c. 46.

[^c2226763]: S.I. 2009/1804, amended by S.I. 2009/2995; there are other amending instruments but none is relevant.

[^c2226764]: S.I. 2009/2615.

[^key-f4f8348836481038b934a66addba6aec]: Words in Sch. 2 Pt. 1 substituted (9.11.2016) by The Secretaries of State for Business, Energy and Industrial Strategy, for International Trade and for Exiting the European Union and the Transfer of Functions (Education and Skills) Order 2016 (S.I. 2016/992), art. 1(2), Sch. para. 51(2)(b) (with art. 13)

[^key-a0f55d742175b780e7d9fa811d9219ef]: Words in Sch. 2 Pt. 2 substituted (9.11.2016) by The Secretaries of State for Business, Energy and Industrial Strategy, for International Trade and for Exiting the European Union and the Transfer of Functions (Education and Skills) Order 2016 (S.I. 2016/992), art. 1(2), Sch. para. 51(3) (with art. 13)

[^key-d5a099c5eea56e1b1f692e7faaf3f9c3]: Words in Sch. 2 Pt. 1 inserted (11.4.2018) by The Secretaries of State for Health and Social Care and for Housing, Communities and Local Government and Transfer of Functions (Commonhold Land) Order 2018 (S.I. 2018/378), art. 1(2), Sch. para. 20(bb) (with art. 14)

[^key-dec9d0f2918917c9c133d05c977980b1]: Words in Sch. 2 Pt. 2 inserted (11.4.2018) by The Secretaries of State for Health and Social Care and for Housing, Communities and Local Government and Transfer of Functions (Commonhold Land) Order 2018 (S.I. 2018/378), art. 1(2), Sch. para. 20(bb) (with art. 14)

[^key-92ae40c2ec1a5938a4a8f934bc6bcb03]: Words in Sch. 2 Pt. 1 substituted (3.5.2023) by The Secretaries of State for Energy Security and Net Zero, for Science, Innovation and Technology, for Business and Trade, and for Culture, Media and Sport and the Transfer of Functions (National Security and Investment Act 2021 etc) Order 2023 (S.I. 2023/424), art. 1(2), Sch. para. 59 (with art. 17)