Decision

Decision on German Fashion Siemens Electric Co., Ltd

Updated 6 May 2021

Order under the Companies Act 2006

In the matter of application No. 3172.

For a change of company name of registration No. 12562537.

Decision

The company name GERMAN FASHION SIEMENS ELECTRIC CO., LTD has been registered since 17 April 2020 under number 12562537.

By an application filed on 13 May 2020, SIEMENS AKTIENGESELLSCHAFT 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 30 June 2020, in accordance with rule 3(2) of the Company Names Adjudicator Rules 2008. The copy of the application was sent by Royal Mail “Signed For” service and also by standard mail. On 30 June 2020, the Tribunal wrote to Yourong Shao and Yunma Tianlong International Consulting Co., Limited to inform them that the applicant had requested that they be joined to the proceedings. No comments were received from Yourong Shao and Yunma Tianlong International Consulting Co., Limited in relation to this request. On 9 November 2020, Yourong Shao and Yunma Tianlong International Consulting Co., Limited were joined as co-respondents. On 9 November 2020, 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. No request for a hearing was made.

The primary respondent did not file a defence within the three 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) GERMAN FASHION SIEMENS ELECTRIC CO., LTD shall change its name within one month of the date of this order to one that is not an offending name ^{[footnote 1]};

(b) GERMAN FASHION SIEMENS ELECTRIC CO., LTD, Yourong Shao and Yunma Tianlong International Consulting Co., Limited each shall:

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

(ii) not to 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.

The applicant is requesting its costs. It states:

“The respondent company is registered at Unit G25 Waterfront Studios, 1 Dock Road, London, United Kingdom, E16 1AH which is also the registered office address for UK registered companies nos. 11361379, 11363896, 12202156 and 12362930, all of which have been or are the subject of Tribunal applications by the Applicant.

The respondent company lists an individual as its director and a company, YUNMA TIANLONG INTERNATIONAL CONSULTING CO., LIMITED, as its secretary.

YUNMA TIANLONG INTERNATIONAL CONSULTING CO., LIMITED is also the secretary or former secretary of companies nos. 11361379, 11363896, 12202156 and 12362930. It is also the former secretary of company no. 10152002 (now dissolved) which was registered at the former registered office address of YUNMA TIANLONG INTERNATIONAL CONSULTING CO., LIMITED and which has also been the subject of a prior Tribunal application by the Applicant.

In the prior proceedings relating to companies nos. 11361379, 11363896 and 10152002, we wrote to the respective applicants to seek a change of name prior to filing the Tribunal application but did not receive a response. All of the ensuing Tribunal applications were undefended and we did not receive any communications from any of the Respondent parties at any time.

In conclusion, the indications are that the company name at issue has been selected in bad faith and there is nothing to gain from writing to the company to seek a voluntary change of name.”

In the light of these circumstances and the applicant having been successful, it is entitled to a contribution towards its costs. I order GERMAN FASHION SIEMENS ELECTRIC CO., LTD, Yourong Shao and Yunma Tianlong International Consulting Co., Limited, being jointly and severally liable, to pay SIEMENS AKTIENGESELLSCHAFT 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 2 February 2021

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. ↩