Decision

Decision on Mackie’s Ice Cream Limited

Published 29 August 2023

Companies Act 2006

In the matter of application No. 4090 by Mackie’s Limited for a change to the company name of MACKIE’S ICE CREAM LIMITED, a company incorporated under number SC688188

Background and pleadings

  1. The company name MACKIE’S ICE CREAM LIMITED (“the primary respondent”) has been registered since incorporation on 4 February 2021 under number SC688188. The Companies House website describes the primary respondent’s “Nature of business (SIC)” as “56103 – Take-away food shops and mobile food stands.”

  2. By an application filed on 21 November 2022, Mackie’s Limited (“the applicant”) applied under section 69(1) of the Companies Act 2006 (“the Act”) for the primary respondent’s name to be changed.

  3. The applicant states at box 10 of the application form that the name associated with it which caused it to make the application is “The Company’s name: MACKIE’S ICE CREAM LIMITED”.[footnote 1] In the section of the application form where the applicant is required to set out details of its goodwill and reputation “under this name”, it states the following (in summary):

  • “Mackie’s” is the biggest selling ice cream in Scotland, having been making and selling ice cream since 1986;
  • “Mackie’s” is the fifth best-selling ice cream in the UK (premium by volume), stocked in all major retailers (Sainsbury’s, Tesco, Morrisons, Co-Op, Asda etc), producing and selling over 13 million litres of ice cream annually;
  • the applicant owns a trade mark registration for MACKIE’S, registered in 2009, for ice cream “preventing use of “Mackie’s” in the UK in relation to ice cream”.

4. The applicant claims that the contested company name is either an attempt to trade on the applicant’s reputation or an attempt to extract money from the applicant for the contested name in order to remove confusion for its partners, customers and consumers. It states that the primary respondent is located 15 miles from the applicant and that, since the applicant’s ice cream is the best seller in Scotland, it is highly unlikely that registration took place without knowing about the applicant.

5. Both parties have referred to contact between them which might be considered to be without prejudice communications. However, given that both parties refer to the contact, I consider them both to have waived privilege. The applicant states that it offered to pay the cost of the primary respondent filing the form at Companies House to change the name, but instead was given confusing reasons for refusal to change the name and an offer of sale instead. It claims costs.

6. The applicant requested that Seona Kemp, sole director of the primary respondent, be joined as a co-respondent.

7. The primary respondent filed a notice of defence and counterstatement on 14 December 2022, filled in and signed by Seona Kemp. It denies all the allegations. The primary respondent relies upon the following defences:

  • that the company name was adopted in good faith; and,
  • that the interests of the applicant are not adversely affected to any significant extent.

8. The primary respondent did not file evidence during the evidence rounds. The contents of the counterstatement can be considered as evidence because Mrs Kemp signed the statement of truth which is part of the defence and counterstatement form.[footnote 2] As the counterstatement represents the only evidence in the proceedings from the primary respondent, I reproduce it below:

I disagree with the claims predominantly on point 13. ‘the company name is either an attempt to trade on Mackies reputation or extract money from Mackies for the name’. I disagree with this on the following grounds;Our company do not manufacture ice-cream. We own 3 mobile ice cream vans. We sell ice cream from the vans - not / never has been mackies ice-cream at any point. The vans are named, Mrs Whippy, Mr Whippy and Mrs Whippy Ice Cream. No advertising, any livery or anything out there is called Mackies, no mention of Mackies Ice Cream on any vans either. On the point to extract money as the offer to sell the company, name included was made this was a genuine offer that was made but only after all other options, (from my side) were rejected by Mr Hayhow and 75% of the family said if it was to changed then their investment was to be retuned. I felt it only fair to him to offer it should that be the course of action to be taken as this has caused far more stress than starting up a small business ever should. No monetary value has ever been discussed. I then offered to make the company Dormant until an agreement could be reached, and i also said that selling the company as an entirety may be an answer, then we would no longer trade, siblings having had their investment returned and therefore no longer a trading name. Mr Hayhow rejected all offers of compromise. The name was solely based on there are 5 siblings. As we all put in a sum of money to buy the vans and stock it was the best way to name it. As the Mackies Ice Cream Limited name is not used out on our vans / advertising or anywhere public I deny strongly I am using it to benefit from a company established in 1986 per Mackies of Rothienorman / Scotland statement. At this date 2/12/22 Mackies of Scotland is available to register as a company which , as is many of the other Mackie’s names. The Trademark they are citing as being breached covers almost every form of food / beverage which surely is unfair on other persons. I have not registered nor use a trademark which is what Mr Hayhow cites on his emails. If they had Mackies Ice Cream on companies house I would not have been able to register this then this issue would not have arisen or am i mistaken? Surely a company name is not breaching their trademark?

All allegations are denied. I would like to have it proven that I am using / registered this company name for the purposes of trading off Mackies of Scotland name. I would request it be proven that I have made an attempt / intend to extract monies from Mackies of Rothienorman / Scotland. I have not once approached them - each and every time they have initiated the contact. Copies of all email contact can be provided. I was very clear on my responses and if Mr Hayhow did not understand my meaning (as he claims on his application) clarification should have been sought. Ref the costs - I feel this action should not have arisen, with every reason and explanation along with various offers to help / change things, each of which was rejected or ignored by Mackies of Scotland. As they have been trading / registered since 2009 i am unsure as to why they didnt register the name i now own, ie Mackies Ice Cream. But is now an issue as someone else has it. I am at a loss as to why this has come to this, and why it is such an issue apart from the contracts Mr Hayhow sent me which is not my error but theirs, and if costs are awarded to Mackies of Scotland against me, for a 1 person company, employing 2 people the company will be closed off, as i have repeatedly said, is this not a case of the ‘big’ company penalising the ‘small’ company? financially things are very hard in the early years of trading and the company will then be placed into receivership or similar which will be the only course left to me. Mr Hayhow offered the £12 change of name fee, this is indeed the case, however, I cannot stress enough that this isnt and never was about the money. It is about our family name. I have pointed this out many times but Mackies of Scotland appear to have the fact it is money orientated and cannot possibly be any other reason for not agreeing with them foremost in their minds.

I feel this has all come about on a number of things when i look into it. 1. there have been 2 contracts for Mackies of Scotland been written up, addressed to myself, this i know as Mr Hayhow has sent screenshots of this. Obviously the companies involved were doing due diligence and took the data from the Companies House site. As i pointed out during email exchanges, this was easlily rectified by Mackies of Scotland, but this was ignored by Mr Hayhow. 2. I registered this company in early 2021 without any restrictions / objections. Mackies of Scotland do not have it registered, they may have a Trademark registered however there is nothing on anything i own that infringes this. 3. The very 1st contact i had was from Gerry Stephens on the 14th April 2022 We had a lengthy conversation after the initial email contact. Gerry admited that there had been an oversight that this company name had not been registered and asked if i would be prepared to change it. I at that time, and still do, stand by my reasons for the name. If the name meant nothing then id happily change it but it is our family name, our heritage. Gerry Stephens said they thought I was manufacturing Ice Cream / had a factory and as this wasnt the case then there wasnt an issue and wished me well, while apologising for the misunderstanding and upset. No further contact was made until recently when Mr Hayhow made contact. 4. As previously stated, I offered to make the company dormant, as it is a seasonal trade, and thus allowing time to reach an agreement but nothing apart from changing the name was to be accepted by Mr Hayhow. All our banking / HMRC and Liscences are under Mackies Ice Cream Limited, 40 Fyfe Park, Kemnay. In fairness to me its not just a name change thats involved. As it is mostly card payments (since Covid) I really didnt think people would appreciate Mrs Whippy on their bank statements, nor when opening a bank accounts etc did we think this was a good idea. Please note they were previously registered as Mackies Aberdeen Dairy Company Ltd (1954-1995), again no reference to Ice Cream, but to the wider diary produce. Now trading as Mackie’s of Scotland but not registered at Companies House as this either. A prospective customer of theirs has completed due diligence and discovered they are not registered at Companies House under they name they say they have assumed ie. Mackies Ice Cream Ltd, which is my belief has caused this issue they have to occur.

I feel it would be unfair to rule a name change when we have followed every piece of guidance available when setting up a company to try t earn a living and build things for a better future.

9. The primary respondent claims costs.

10. Following the serving of the defence and counterstatement upon the applicant, Seona Kemp was joined as a co-respondent to the proceedings on 22 December 2022, no objection having been made by Mrs Kemp.

11. Neither party is professionally represented. Only the applicant filed evidence. Mrs Kemp sent a letter to the Tribunal on 9 May 2023 to say that the primary respondent could not afford the fee for filing evidence and would not be filing evidence. I will treat the letter as written submissions and attach to it the appropriate weight. However, although this may seem circular, I cannot take into account the factual content of the letter as a) facts must be filed in evidential format (i.e. as a witness statement) and b) it has not been filed with the statutory form and fee for filing evidence, which is mandatory under rules 2(2) and 4(2)(a) of the Company Names Adjudicator Rules 2008 (“the Rules”).[footnote 3] It is, ultimately, the choice of the primary respondent whether it files evidence to support its defences.

12. The parties were asked if they wanted a decision to be made following a hearing or from the papers. No hearing was requested and neither party filed written submissions in lieu of a hearing. I make this decision having carefully considered all the papers, referring to them where it is relevant and/or necessary.

Legislation

13. Section 69 of the Act states:

“(1) A person (“the applicant”) may object to a company’s registered name on the ground—

(a) that it is the same as a name associated with the applicant in which he has goodwill, or

(b) that it is sufficiently similar to such a name that its use in the United Kingdom would be likely to mislead by suggesting a connection between the company and the applicant.

(2) The objection must be made by application to a company names adjudicator (see section 70).

(3) The company concerned shall be the primary respondent to the application.

Any of its members or directors may be joined as respondents.

(4) If the ground specified in subsection (1)(a) or (b) is established, it is for the respondents to show—

(a) that the name was registered before the commencement of the activities on which the applicant relies to show goodwill; or

(b) that the company—

(i) is operating under the name, or

(ii) is proposing to do so and has incurred substantial start-up costs in preparation, or

(iii) was formerly operating under the name and is now dormant; or

(c) that the name was registered in the ordinary course of a company formation business and the company is available for sale to the applicant on the standard terms of that business; or

(d) that the name was adopted in good faith; or

(e) that the interests of the applicant are not adversely affected to any significant extent.

If none of those is shown, the objection shall be upheld.

(5) If the facts mentioned in subsection (4)(a), (b) or (c) are established, the objection shall nevertheless be upheld if the applicant shows that the main purpose of the respondents (or any of them) in registering the name was to obtain money (or other consideration) from the applicant or prevent him from registering the name.

(6) If the objection is not upheld under subsection (4) or (5), it shall be dismissed.

(7) In this section “goodwill” includes reputation of any description.”

Goodwill/reputation

14. The applicant must establish that it had, at the relevant date, goodwill or a reputation in relation to a name that is the same, or sufficiently similar, to that of the contested company name suggesting a connection between the company and the applicant. The relevant date for the purpose of proving goodwill/reputation is the date of the application for a change to the company name, 21 November 2021.[footnote 4]

15. Section 69(7) of the Act defines goodwill as a “reputation of any description”. Consequently, in the terms of the Act, goodwill includes, but is not limited to, Lord Macnaghten’s classic definition in Inland Revenue Commissioners v Muller & Co’s Margarine Ltd [1901] AC 217 at 223:

What is goodwill? It is a thing very easy to describe, very difficult to define. It is the benefit and advantage of the good name, reputation and connection of a business. It is the attractive force which brings in custom. It is the one thing which distinguishes an old-established business from a new business at its first start.

16. The primary respondent has not denied that the applicant has goodwill/reputation, nor put it to proof of the same. Section 69(7) of the Act defines goodwill as a “reputation of any description”. An applicant’s claim to goodwill may be admitted or denied, or the primary respondent may put the applicant to proof. It is a requirement under rule 3(5) of the Rules that the primary respondent state which allegations are admitted or denied and which allegations it can neither admit nor deny and which it requires the applicant to prove. Whether an applicant has goodwill or not is a matter which should be addressed in the form CNA2, which is the defence and counterstatement. There are two relevant questions on the form. The first is “state which of the allegations in the statement of grounds you agree with and which you deny”. The second is “state which of the allegations you are unable to admit or deny and which you require the applicant to prove.” The primary respondent does not refer to the claim that the applicant has goodwill/reputation nor require proof of such. Mrs Kemp appears to accept that it has goodwill/reputation because she refers in the counterstatement to this being a case of a ‘big’ company penalising a small company.

17. A point which requires consideration is what the name is which the applicant claims is associated with it. At the relevant part of the application form, as I have already mentioned, it entered the contested name. I think this was a misunderstanding on the part of the person who filled in the form. Mrs Kemp compiled the counterstatement by referring to the applicant as “Mackies of Rothienorman/Scotland” or “Mackies of Scotland”. I note that in box 3 of the application form, where the applicant is required to state its name and address, it put (my emphasis):

“MACKIE’S LIMITED Westertown Farm, Rothienorman, Aberdeenshire, AB51 8US (Trading as Mackie’s of Scotland, referred to herein as “Mackie’s”).

18. It seems to me that the name which the applicant should have entered on the form as the name associated with it which caused it to make the application was Mackie’s of Scotland. I will proceed on this basis, which is the name referred to by Mrs Kemp. The point is somewhat moot because the primary respondent has not denied or put the applicant to proof that it has goodwill/reputation, and has effectively admitted as much, as I note in paragraph 16 of this decision.

19. Most of the content in the applicant’s evidence comprises either submissions or details about the contact between the parties. There is little detail about its reputation; understandably, given the fact that the primary respondent did not deny that there was reputation/goodwill or put the applicant to proof of it. The applicant does not appear to have thought that the issue of reputation/goodwill was in issue. I therefore find that its goodwill/reputation is accepted by the primary respondent.

The names

20. The name in which the applicant has goodwill and reputation is Mackie’s Of Scotland. The contested company name is MACKIE’S ICE CREAM LIMITED. Limited merely indicates the corporate status of the company and so this element of the contested company name does not have a bearing upon the comparison of the names.[footnote 5] The first word of each name is identical and distinctive, and the other words in each name are descriptive of the location (i.e. Scotland) or nature of the businesses (i.e. ICE CREAM). The provisions of section 69(1)(b) are satisfied: the names are sufficiently similar that the use in the United Kingdom of the contested company name would be likely to mislead by suggesting a connection between the company and the applicant. That being the case, the onus switches to the primary respondent to establish at least one of its two pleaded defences.

21. The primary respondent, in its counterstatement, requires the applicant to prove that Mrs Kemp registered the company name to trade off the applicant’s name and/or to extract money from the applicant. As to the first of these, the applicant has satisfied the initial burdens of reputation/goodwill and similarity of names: it is not required to establish that the primary respondent registered the company name to trade off its reputation. It is for the primary respondent to prove that it didn’t; i.e. that it registered the name in good faith. In relation to the second of the primary respondent’s requests, it only becomes potentially relevant to the enquiry (under section 69(5) of the Act) if a primary respondent proves a defence under sections 69(4)(a), (b) or (c). In these proceedings, the primary respondent has not claimed a defence under any of those sections. As matters stand, the only requirement for the applicant is that it satisfies the goodwill/reputation and similarity of names burden, which it has done. It is then for the primary respondent to show that it adopted the contested name in good faith, and that the contested name does not adversely affect the applicant’s interests to any significant extent.

Defences

22. The primary respondent specifically pleads reliance upon the defences identified at sections 69(4)(d) and (e) of the Act. These were the defences ticked in box 3 of the defence and counterstatement, Form CNA2.

23. As said earlier in this decision, I will treat the counterstatement as evidence. The primary respondent did not file evidence during the evidence rounds.

Defence (i): that the company name was adopted in good faith (section 69(4)(d))

24. The following principles can be extracted from the judgments of the Privy Council in Barlow Clowes v Eurotrust International Ltd, and the Court of Appeal in England and Wales in Niru Battery Manufacturing v Milestone Trading Ltd:[footnote 6]

(i) Good faith is not displayed by certain kinds of sharp practice which fall short of outright dishonesty or by dishonesty itself: see Niru Battery at paragraph 164.

(ii) There is a combined subjective/objective approach to the honesty of a party’s behaviour. This involves (i) a consideration of what the party knew at the time of a transaction and (ii) how that party’s action would be viewed by applying normally acceptable standards of commercial behaviour: see Barlow Clowes, paragraphs 15 to 18 and 28 to 32.

25. The relevant date for this defence is the date on which the company name was adopted which, in this case, is the same date as incorporation: 4 February 2021. The onus is on the primary respondent to show that the contested name was adopted in good faith. This is evident from the wording of section 69(4) of the Act, which reverses the usual persuasive and evidential burdens in civil law cases where good faith will usually be presumed and bad faith must be proven by the person alleging it. The reverse burden is justified by (a) the purpose of the legislation – which is to prevent the opportunistic registration of company names (also known as ‘company name squatting’), and (b) the practical difficulty that applicants would face if they had the burden of showing that a (usually unused) company name was adopted for opportunistic reasons. It should be easy for a primary respondent to explain its purpose in registering a name and to provide business plans etc. By contrast, it would usually be very difficult for an applicant to establish what the primary respondent’s motives were in registering the name. The legislature has addressed this difficulty by providing sufficient defences so that anyone acting in good faith can avoid the consequences of adopting a name which is the same as, or similar to, one in which someone else has associated goodwill.

26. Good faith is a broad concept that is capable of covering “a failure to act in a commercially acceptable way and sharp practice of a kind that falls short of outright dishonesty.”[footnote 7] Consequently, it is not necessary for the applicant to show that the adoption of the contested name amounted to dishonesty before the defence of good faith can be rejected.

27. According to the counterstatement, the primary respondent was set up to sell ice cream. It is located 15 miles from the applicant which is the manufacturer of Scotland’s bestselling ice cream, and the UK’s fifth best seller, Mackie’s of Scotland. It is simply not credible that the primary respondent did not know that when it adopted its company name. In the face of such a fact, it was incumbent upon the primary respondent to make good its defence with solid evidence. It has not done so. There are references in the counterstatement to Mrs Kemp’s family name. There are no documents to corroborate her references to a family name, and this is all the more necessary given that her married name is Kemp, not Mackie. Mrs Kemp refers to siblings, but none are named and there are no documents or references which show the names of the siblings (it is not clear whether they are her siblings). Mrs Kemp is the sole director and officer of the company. Furthermore, the explanations for retaining the name, whilst also being willing to sell the company are confusing. On the one hand, Mrs Kemp and the siblings were not willing to change the name because it was the family name and because of their investment in the company; but, on the other hand, they were content to sell the name to the applicant and to cease trading. This raises more questions than it answers. The applicant referred to the confusing positions taken in its evidence. No evidence was filed in response, which was the primary respondent’s choice. Inconsistencies such as this also require solid explanatory evidence; at the very least, evidence of the siblings sharing the name Mackie.

28. The applicant, in its evidence, states that when it offered to pay for the fee entailed in changing the company name at Companies House, the primary respondent said that there would be other costs involved in a name change.[footnote 8] When the applicant asked to what they might reasonably amount, the primary respondent would not give details, rejecting the name change altogether. The applicant submits:

“That the Respondent seems to see no alternative to changing its name which is less extreme than: (i) selling the company, or (ii) making the company dormant does not make business sense (particularly where the limitations on the Respondent’s use of the company name in the industry it operates within have been explained to the Respondent). The respondent’s failure to consider alternative options gives the Applicant strong reason to believe that the choice of name is intended either: (i) to trade on the Applicant’s reputation, or (ii) to extract money from the Applicant”.

29. The purpose of section 69 of the Act is to prevent the opportunistic registration of company names for commercial gain or other mischief, rather than to provide exclusive rights to a company or trading name (as with trade marks). However, this does not mean that the primary respondent is entitled to the good faith defence unless it is company name squatting. To avail itself of the defence, the primary respondent must show that, in all the circumstances, it adopted the contested name in good faith. It is not a defence that the name was available at Companies House; if it were relevant, then all company names would be immunised against the provisions of the Act simply because they had been registered.

30. Without evidence to the contrary, I do not believe that most traders would regard it as acceptable to adopt a company name which is so similar to that of the applicant, in a closely connected field of trade (ice cream manufacture and selling ice cream), when the applicant is Scotland’s top ice cream manufacturer, and is in close geographical proximity to the primary respondent. I believe that most traders would see it as at least sharp practice, if not out and out dishonesty.

31. When judged objectively against the normal standard of commercial behaviour, the primary respondent has not demonstrated that it acted in a commercially acceptable way. At most, the primary respondent’s counterstatement has established facts that are as consistent with bad faith as good faith. That is not sufficient to make out the good faith defence. The defence of good faith fails.

Defence (ii): that the interests of the applicant are not adversely affected to any significant extent (section 69(4)(e))

32. The relevant date for this defence is the date of the filing of the defence form and counterstatement as it is phrased in the present tense: 14 December 2022.

33. As the contested name is likely to mislead the public into believing that the primary respondent is connected with the applicants, and the parties are in closely related fields of activity, then it follows that the interests of the applicant are liable to be affected by use of the contested name. At the very least, it will dilute the distinctiveness of the name and reduce the applicant’s ability to control its own reputation. This defence fails.

Final remarks

34. As set out earlier in this decision, the primary respondent ticked two of the list of five possible defences on Form CNA2, the defence and counterstatement:

35. I note that Mrs Kemp, in the counterstatement, refers to her company owning three ice cream vans and selling ice cream from the vans; and that she was willing to sell the company and cease trading. She did not tick the defence of operating under the name or the defence that the company is proposing to operate and has incurred substantial start-up cost in preparation. I have considered whether her comments amount to such a defence. Firstly, the primary respondent made a conscious decision about which defences it wished to rely upon. Secondly, without more detail, and corroborative evidence of operating under the name such as photographs, invoices for stock, advertising, etc, the aforementioned references, when the operating defence was not ticked, cannot be taken into account. Even if it had been ticked, what has been stated in the counterstatement is insufficient to support such a defence.

Outcome

36. The primary respondent cannot rely upon either of its pleaded defences. Therefore, the application for a change of name is successful. In accordance with section 73(1) of the Act, the following order is made:

a) MACKIE’S ICE CREAM LIMITED shall change its name within one month of the date of this order to one that is not an offending name;[footnote 9]

(b) MACKIE’S ICE CREAM LIMITED and Seona Kemp each shall:

(i) take such steps as are within their power to make, or facilitate the making, of that change;

(ii) not cause or permit any steps to be taken calculated to result in another company being registered with a name that is an offending name.

37. In accordance with section 73(3) of the Act, this order may be enforced in the same way as an order of the High Court or, in Scotland, the Court of Session.

38. In any event, if no such change is made within one month of the date of this order, we will determine a new company name as per section 73(4) of the Act and will give notice of that change under section 73(5) of the Act.

39. The respondents have a legal duty under Section 73(1)(b)(ii) of the Act not to cause or permit any steps to be taken calculated to result in another company being registered with an offending name; this includes the current company. Non-compliance may result in an action being brought for contempt of court.

Expenses

40. Section 71 of the Act states:

Procedural rules

(1) The Secretary of State may make rules about proceedings before a company names adjudicator.

(2) The rules may, in particular, make provision—

(a) […]

(k) requiring one party to bear the costs (in Scotland, expenses) of another and as to the taxing (or settling) the amount of such costs (or expenses.

(3) […]

(4) […]”

41. Rule 11 of the Rules states:

11. The adjudicator may, at any stage in any proceedings before him under the Act, award to any party by order such costs (in Scotland, expenses) as he considers reasonable, and direct how and by what parties they are to be paid.”

42. The applicant has been successful. The Tribunal awards costs, or expenses in Scotland (and the parties are in Scotland) from the published scale at paragraph 10 of the Tribunal’s Practice Direction.[footnote 10] This is intended to provide a contribution, but not recompense, to the successful party (the official fees for forms CNA1 and CNA3 are fully re-imbursed). Using the scale, and bearing in mind that the applicant is not professionally represented, I make the following award in favour of the applicant:

Fee for filing the Form CNA1: £400

Preparing the application and considering the counterstatement: £200

Preparing evidence: £250

Fee for form CNA3 (filing evidence): £150

Total: £1000

43. I therefore order MACKIE’S ICE CREAM LIMITED to pay Mackie’s Limited the sum of £1000. The expenses are to be paid within 21 days of the end of the period allowed for appeal or, if there is an appeal, within 21 days of the final conclusion of these proceedings (subject to any order of the appellate tribunal).

Appeal

44. Any notice of appeal must be given within one month of the date of this decision. Appeal is to the High Court in England & Wales and Northern Ireland, and to the Court of Session in Scotland. The Tribunal must be advised if an appeal is lodged so that implementation of the order is suspended. According to section 74(1) of the Act, there is no separate right of appeal in relation to expenses.

Dated 23 August 2023
Judi Pike
Company Names Adjudicator

  1. Form CNA1. 

  2. Form CNA2. 

  3. UK Statutory Instruments 2008 No. 1738. 

  4. Botanica Agriculture and Extraction Limited v Botanica Limited [2022] EWHC 2957 (Ch) and MB Inspection Ltd v Hi-Rope Ltd [2010] RPC 18. 

  5. See the decision of the adjudicators in MB Inspection Limited v Hi-Rope Limited, [2010] RPC 18 

  6. [2005] UKPC 37 and [2003] EWCA Civ 1446. 

  7. Niru Battery Manufacturing v Milestone Trading Ltd. 

  8. Witness statement of Angus Hayhow, dated 13 March 2023. 

  9. An “offending name” means a name that, by reason of its similarity to the name associated with the applicant in which he claims goodwill, would be likely to be the subject of a direction under section 67 (power of Secretary of State to direct change of name), or to give rise to a further application under section 69. 

  10. Company Names Tribunal: practice direction - GOV.UK (www.gov.uk)