Decision

Decision on 2 Alp Invest Grup Limited

Published 23 October 2024

Order under the Companies Act 2006

In the matter of application No. 4912

For a change of company name of registration No. 15035773

Decision

The company name 2 ALP INVEST GRUP LIMITED has been registered since 16 August 2023 under number 15035773. Prior to this, the company was called ALP INVEST GRUP LIMITED incorporated on 28 July 2023.

By an application filed on 6 June 2024, ALPINVEST PARTNERS LLP applied for a change of name of this registration under the provisions of section 69(1) of the Companies Act 2006 (the Act).

A copy of this application was sent to the primary respondent’s registered office on 26 June 2024, in accordance with rule 3(2) of the Company Names Adjudicator Rules 2008. The copy of the application was sent by Royal Mail “Special Delivery” service and also by standard mail. On 26 June 2024, the Tribunal wrote to Pascal Alain Stephane Robert Gaudier to inform them that the applicant had requested that they be joined to the proceedings. No comments were received from Pascal Alain Stephane Robert Gaudier in relation to this request. On 15 August 2024, Pascal Alain Stephane Robert Gaudier was joined as a co-respondent. On 15 August 2024, the parties were advised that no defence had been received to the application and so the adjudicator may treat the application as not being opposed. The parties were granted a period of 14 days to request a hearing in relation to this matter, if they so wished.

On 29 August 2024, Pascal Alain Stephane Robert Gaudier contacted the Tribunal by email. No request for a hearing was made in the email. Instead, the email stated, as follows:

…I just read your mail, I don’t understand why ALP Invest Partner is trying to harm my Holding company. What is the procedure to maintain the name of my company? The current site will be temporarily removed to understand and act on the situation.

In an email dated 4 September 2024, the Tribunal responded as follows:

Thank you for your email, please find attached copies of the Form C N A 1 filed by the applicant in these proceedings and the official letter dated 26 June 2024 explaining the next steps in the proceedings . The Tribunal is unable to offer advice, case work examiners must remain impartial at all times because they are administering a tribunal. This means that the advice they can give is limited to information about the procedure, and the next steps in the proceedings before the Tribunal. They cannot give advice on whether you should apply or defend. You may wish to contact a legal advisor.

No further contact was received from the respondent. The company name remains unchanged.

The primary respondent did not file a defence within the one month period specified by the adjudicator under rule 3(3). Rule 3(4) states:

The primary respondent, before the end of that period, shall file a counter-statement on the appropriate form, otherwise the adjudicator may treat it as not opposing the application and may make an order under section 73(1).

Under the provisions of this rule, the adjudicator may exercise discretion so as to treat the respondent as opposing the application. In this case I can see no reason to exercise such discretion and, therefore, decline to do so.

As the primary respondent has not responded to the allegations made, it is treated as not opposing the application. Therefore, in accordance with section 73(1) of the Act I make the following order:

(a) 2 ALP INVEST GRUP LIMITED shall change its name within one month of the date of this order to one that is not an offending name; ^{[footnote 1]}

(b) 2 ALP INVEST GRUP LIMITED and Pascal Alain Stephane Robert Gaudier 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.

In accordance with s.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.

In any event, if no such change is made within one month of the date of this order, I 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.

All respondents, including individual co-respondents, have a legal duty under Section 73(1)(b)(ii) of the Companies Act 2006 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 and may result in a custodial sentence.

ALPINVEST PARTNERS LLP, having been successful, is entitled to a contribution towards its costs. I order 2 ALP INVEST GRUP LIMITED and Pascal Alain Stephane Robert Gaudier, being jointly and severally liable, to pay ALPINVEST PARTNERS LLP costs on the following basis:

Fee for application: £400
Statement of case: £400

Total: £800

This sum is to be paid within seven days of the expiry of the appeal period or within seven days of the final determination of this case if any appeal against this decision is unsuccessful.

Any notice of appeal against this decision to order a change of name must be given within one month of the date of this order. Appeal is to the High Court in England, Wales and Northern Ireland and to the Court of Session in Scotland.

The company adjudicator must be advised if an appeal is lodged, so that implementation of the order is suspended.

Dated 15 October 2024

Susan Eaves
Company Names Adjudicator

1. 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. ↩