Decision

Decision on JW Bloomberg Ltd

Updated 27 March 2024

Order under the Companies Act 2006

In the matter of application No. 4425

For a change of company name of registration No. 14714202

Decision

The company name JW BLOOMBERG LTD has been registered since 7 March 2023 under number 14714202.

By an application filed on 26 July 2023, BLOOMBERG FINANCE THREE L.P. 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 11 September 2023, 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 11 September 2023, the Tribunal wrote to Rosie Ntueba to inform them that the applicant had requested that they be joined to the proceedings. On 12 September 2023, in response, Rosie Ntueba contacted the Tribunal by email as follows:

I’ve been getting letters from “the company names tribunal” and I’m not sure what this is. It’s saying I have to pay a sort of fee when I don’t owe no company and I’m not aware of it. Can you please close down this.

On 14 September 2023, the Tribunal contacted Rosie Ntueba by email to advise as follows:

….

You have received correspondence from the Company Names Tribunal as you are listed as director of company, JW BLOOMBERG LTD. The company registration number for this company is 14714202. On the 26th July 2023 Bloomberg Finance Three L.P. filed a company names application objecting to this company name. You should have received a copy of this application with our letter of 11 September 2023. The applicant requested you be joined to the proceedings owing to your position in the company as shown on the Companies House register - Find and update company information - GOV.UK (company-information.service.gov.uk) According to the register the address of both the company and yourself is registered as 37 Longacre Road, London, England, E17 4DT which is why you have been sent correspondence in connection with the above. It is also noted you are listed as a person of significant control on the application to register the company.

No further comments were received from Rosie Ntueba in relation to this request.

On 20 October 2023, Rosie Ntueba was joined as a co-respondent. On 20 October 2023, 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 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) JW BLOOMBERG 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) JW BLOOMBERG LTD and Rosie Ntueba 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.

BLOOMBERG FINANCE THREE L.P., having been successful, is entitled to a contribution towards its costs. I order JW BLOOMBERG LTD and Rosie Ntueba, being jointly and severally liable, to pay BLOOMBERG FINANCE THREE L.P. 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 10 January 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. ↩