Choosing the right name for your new company is more than just a creative task—it’s a crucial step that can significantly influence your business’s future. Crafting a name that embodies your brand’s essence while meeting legal requirements is essential for a smooth registration process. Whether you’re a seasoned entrepreneur or venturing into business for the first time, understanding the intricacies of name search and reservation with the Companies Registrar is vital.

The Name Search Process

When setting up a new company, the first and crucial step is to select a suitable name. This involves submitting an application through the e-Citizen platform to reserve the desired name. Here’s a step-by-step overview of the name search and reservation process:

Application Requirements

Before initiating a name search, make sure you have:

• A completed application for name reservation.
• A receipt for the prescribed fee, which includes Ksh 100 for the name reservation and Ksh 50 as a convenience fee, totaling Ksh 150.

The Registrar of Companies can reserve a name upon a written application. This reservation is valid for a minimum of 30 days, during which the Registrar verifies if the name is already in use. If needed, this period can be extended for an additional 30 days to accommodate special circumstances allowing the applicant more time for registration.

Choosing a Suitable Company Name

Selecting a name for your company requires adherence to certain legal criteria:

• The name must not be identical to or closely resemble any name already registered in the Companies Registry (Section 57 of Companies Act, 2015).
• It must avoid prohibited terms such as “Al Shabab” or “Mungiki” (Section 49 of Companies Act, 2015).

Prohibited Names Include:

• Names that constitute an offense.
• Abbreviations or initials not authorized by the Companies Act.
• Names deemed offensive or undesirable by the Registrar.

Specific Prohibitions

According to the Companies (General) Regulations Act, 2015, certain names are not permitted:

• Names including terms like “co-operative,” “society,” or “trade union” unless justified.
• Names suggesting an association with the state or foreign governments without authorization.
• Names that may offend particular communities or groups.

Names Indicating Connection with Public Authorities

The Registrar will review names suggesting a link to public authorities. If a proposed name could give such an impression, the applicant must seek the view of the relevant authority. The authority will then advise whether it objects to the name based on its potential to imply a connection with public entities.

Permitted Characters in Company Names

The Companies (General) Regulations Act, 2015 allows the following characters in company names:

• Accented characters and diacritical marks.
• Numeric digits (0-9).
• Punctuation marks such as full stops, commas, and hyphens.
• The name cannot exceed 160 characters.

Circumstances Preventing Name Registration

A company name will not be registered if:

• It duplicates or closely resembles an existing name.
• It is too similar to a name reserved by the Registrar.
• It mimics a name of a dissolved or struck-off entity.
• It involves prohibited or undesirable terms.

Limited Liability Partnership (LLP) Name Restrictions

For LLPs, the name cannot be:

• Identical or too similar to existing LLP names, corporations, or business names.
• Similar to names being reserved under related laws.
• In any way undesirable as determined by the Registrar.

Explanation on Name Similarities

• “Same As” Names: Names differing only by punctuation or special characters are considered the same. However, you may register such names if your company is part of the same group as the existing entity and has obtained a letter of no objection.
• “Too Like” Names: If a name is deemed too similar to an existing name, the Registrar will direct a change. For example, “Danny Electronics For You Ltd” could be too similar to “DZ Electrix 4U Ltd.”

Name Display and Compliance

• Display Requirements: The registered name must appear at the company’s registered office, on communication documents, transaction instruments, and any company website.
• Change of Name Directive: The Registrar can direct a company to change its name if it is too similar to existing names. Non-compliance within 30 days may result in the company being struck off the Register.
• LLP Name Changes: LLPs must comply with name change directives within 6 weeks to avoid fines. Failure to do so can result in a fine of up to Ksh 50,000.

By carefully selecting and registering your company name while adhering to these regulations, you ensure a smooth and compliant establishment process for your new business.