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Companies Act, 2008 (Act No. 71 of 2008)

Companies Regulations, 2011

Chapter 2 : Formation, Administration and Dissolution of Companies

Part A : Reservation and Registration of Company Names

8. Company names

 

 

See section 11

 

(1) In this regulation—
(a) "company concerned", when used in relation to—
(i) an application to reserve a name—
(aa) for an entity that is contemplated, but not yet incorporated, means that contemplated entity; or
(bb) filed by or in respect of an existing company contemplating changing its name, means that company;
(ii) a notice of incorporation, means the company being incorporated; or
(iii) a notice of Amendment of a Memorandum of Incorporation, means the company whose Memorandum of Incorporation has been amended; and
(b) "proposed company name" means a name that appears on—
(i) an application for name reservation or defensive registration; or
(ii) either—
(aa) a Notice of Incorporation; or
(bb) a Notice of Amendment of a company's Memorandum of Incorporation

irrespective of whether the name has been reserved or defensively registered before the filing of any such notice.

 

(2) Irrespective of the language of any words used in a proposed company name—
(a) every word comprising part of the name must be expressed using the alphabet that is commonly used for writing in any one of the official languages of the Republic; and
(b) every number—
(i) signifying a date must be expressed either in words or in Arabic numerals; or
(ii) otherwise forming part of the company's name must be expressed either in words or in Arabic or Roman numerals.

 

(3) If a proposed company name contains any word or words in any language that is not an official language of the Republic the application or notice filed to reserve, register or use that name must include either—
(a) a certified translation of that word, or those words, into an official language of the Republic; or
(b) a declaration that the word falls, or the words fall, within the category of words contemplated in sub-regulation (4), and that the person concerned is entitled to use that mark.

 

(4) If a proposed company name contains—
(a) a registered trade mark; or
(b) a mark in respect of which an application has been filed in the Republic for registration as a trade mark; or
(c) a well known trade mark as contemplated in section 35 of the Trade Marks Act, 1993 (Act No. 194 of 1993)

the application or notice filed to reserve, register or use that name must include satisfactory evidence that the applicant or the company concerned is entitled to use that mark.

 

(5) If a proposed company name is the same as a name registered as a business name in terms of the Consumer Protection Act, 2008 (Act No. 68 of 2008), as contemplated in section 11 (2)(a)(ii), the application or notice filed to reserve or use that name must include satisfactory evidence that—
(a) the name is so registered for the use of the company concerned or of a person controlling the company; or
(b) the registered user of that name has executed the necessary documents to transfer the registration of that name to the company concerned.

 

(6) If a proposed company name—
(a) is similar to the name of another company, close corporation or co-operative, and is claimed to be justifiable on the grounds that—
(i) the company concerned; and
(ii) the other company, dose corporation or co-operative, as the case may be,

are both part of the same group of companies; or

(b) falls within any category of names restricted in terms of section 11 (2)(c), and is claimed to be justifiable on the grounds that the company to use that name is in fact part of, associated with, operated by, sponsored by, supported by, endorsed by, owned by, conducted by, or enjoys the patronage of, as the case may be, a person or entity contemplated in that section,

the application or notice to use that name must include satisfactory evidence supporting that claim.

 

(7) In addition to the symbols set out in section 11 (1)(a)(ii), the name of a company may include the following symbol: '-'.