Notice

Decision on Meta Platforms Incorporated Ltd

Updated 23 January 2024

Companies Act 2006

Decision on costs

In the matter of application No. 3900 by Meta Platforms, Inc for a change to the company name of META PLATFORMS INCORPORATED LTD, company registration No. 13804448

1. On 23 November 2023 the Company Names Tribunal issued a decision (O/1107/23 – “the Decision”) directing that the name of the company registered under No. 13804448 (“the Respondent”) be changed to one that is not an offending name i.e. one not incorporating the name or trade marks of Meta Platforms, Inc (“the Applicant”).

2. Owing to a clerical oversight, the Decision was sent to the attorney firm who had, throughout much of the proceedings, acted as legal representative for the Respondent, but whose services had been discontinued shortly before the hearing. This error was corrected by the re-sending of the Decision on 7 December 2023 directly to the Respondent company and its director. The Decision gave the Respondent a deadline of one month deadline to change its offending name or else to file an appeal if the Respondent wished to contest the decision against it. The Respondent lodged no appeal with the High Court, and the Tribunal was informed on 5 January 2024 that the name of Company Number 13804448 had duly been changed from META PLATFORMS INCORPORATED LTD to WRIGHT, BUTLER & CO LTD. The Tribunal confirms that this is not an offending name.

3. The Decision included no order for costs, but in acknowledgement of the brazenly opportunistic nature of the Respondent’s company name registration, set out in some detail the Tribunal’s response to the Applicant’s request for an order for costs not confined to the usual tribunal scale.^{[footnote 1]} The Decision included the following:

“93. It seems to me that, in principle, an applicant is entitled to seek a greater measure of recompense for having been put to the trouble, time and expense of initiating and pursuing to completion an objection to a company name, where not only should it have been obvious to the respondent that the proceedings clearly had no viable prospect of success, but where there is also strong evidence that the incorporation under the contested name was cynically opportunistic and that the narrative put forward by the respondent is actively dishonest.

94. This is an exceptionally flagrant abuse of the system of registering companies’ names and this Tribunal will consider off-scale costs, reflecting the entirely avoidable expense incurred by the Applicant.

95. The Practice Direction states that any claim for costs approaching full compensation will need to be supported by a bill itemising the actual costs incurred. To assist in determining an appropriate costs award in this case, the Applicant is invited to provide the Tribunal, within 14 days of this decision, with a short account of the costs it would seek to recover from the Respondent. An award of costs will then be determined and issued as a supplementary decision. Whatever sum is given in that costs order will be payable within twenty-one days of the expiry of the appeal period, or within twenty-one days of the final determination of this case if any appeal against this decision is unsuccessful.”

4. On 5 December 2023, the Applicant’s attorney sent to the Tribunal - by email, with copy to Dillys Wright, the sole director of the Respondent - its claim for an award of costs approaching full compensation. The claim was supported by details of the bill itemising the actual costs incurred by the Applicant in pursuing this matter from just before when the CNA1 was prepared and filed (in May 2022) through to the Hearing in June 2023.

5. The costs were broken down by the various task stages of the proceedings, namely:

• Pre-CNA1 work on CNT procedure
• Settlement/ADR
• Drafting the Form CNA1
• Preparing Evidence-in-chief
• Considering the Respondent’s evidence
• Compiling Evidence in Reply
• Hearing preparation/Hearing

6. The billing to the Applicant closely itemised the disbursements made and the hours spent by four fee earners at the Applicant’s attorney firm who worked on this name change application, including a partner, a trade mark attorney and two trade mark assistants, each with different hourly rates. ^{[footnote 2]}

7. The Respondent has had full sight of the specific amounts given and it is unnecessary to present that detail in this costs decision. There is no reason to doubt the accuracy of the figures submitted and I note that email from the Applicant’s attorneys makes the following further points:

(i) The actual costs incurred by the Applicant were more than cited in the information provided to the Tribunal.  Preparatory/investigative work was undertaken before the drafting/filing of the CNA1, as well as work after the Hearing, following the receipt of the Decision, and the preparation of these submissions on costs;

(ii) The Applicant was invoiced by its UK attorney firm in USD, so lists the costs incurred in USD, which totalled USD 73,524.73. Mr Dick states that at the currency conversion rate on 5 December 2023, the amount claimed was approximately GBP 58,197.54.

8. On checking the conversion rate as at the date of this Costs Order, I find the resultant figure is £57,768.38.

9. The circumstances of this case are unusual, notably in the extent of demonstrable dishonesty on the part of the witness for the Respondent and in the preposterously extortionate sum of £100 million requested “as a gesture of goodwill” for the Respondent to change its name. The Respondent vexed the Applicant, putting it to entirely avoidable expense and inconvenience by defending the name change application even to the point of an oral hearing and cross-examination, where the Applicant categorically refuted each limb of the Respondent’s defence claims. I consider that the Applicant is entitled to virtually its full costs and make the following order accordingly:

10. Company Number 13804448 - formerly known as META PLATFORMS INCORPORATED LTD, now known as WRIGHT, BUTLER & CO LTD - is ordered to pay Meta Platforms, Inc the sum of £57,700 within 28 days of the date of this order.

11. Under section 74(1) of the Companies Act 2006, an appeal can only be made in relation to the decision to uphold the application; in the present case the Respondent made no such appeal against the Decision. There is no right of appeal in relation to costs.

Dated 23 January 2024

Matthew Williams
Company Names Adjudicator

1. See paragraphs 84 – 97 of the Decision. ↩

2. The itemised bill is stated to exclude costs of detailed assessment, any appeals, and enforcing any judgment. ↩