Decision

Decision on Zakiganj Welfare Association UK

Published 10 August 2022

Order under the Companies Act 2006

In the matter of application No. 3858

For a change of company name of registration No. 13572060

Decision

The company name ZAKIGANJ WELFARE ASSOCIATION UK has been registered since 18 August 2021 under number 13572060.

By an application filed on 22 April 2022, ZAKIGONJ WELFARE ASSOCIATION UK 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 19 May 2022, 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. The primary respondent was set a deadline of 19 June 2022 to file a defence. Also on 19 May 2022, the Tribunal wrote to Sherwan Hussain Chowdhury, Abul Hussain and Gulam Mortuja Chowdhury to inform them that the applicant had requested that they be joined to the proceedings. No comments were received from Sherwan Hussain Chowdhury, Abul Hussain or Gulam Mortuja Chowdhury in relation to this request. On 10 June 2022 the respondent company changed its name. On 21 June 2022, the Tribunal wrote to the parties to advise that ZAKIGANJ WELFARE ASSOCIATION UK had changed its name to ZAKIGANJ WELFARE ASSOCIATION INTERNATIONAL LTD and that it was the adjudicator’s preliminary view that the new name was still an offending name. The parties were granted a period of two weeks in which to file any written submissions or to request a hearing on the matter. The applicant was offered the opportunity to amend its statement of grounds.

On 27 June 2022, Sherwan Hussain Chowdhury, Abul Hussain and Gulam Mortuja Chowdhury were joined as co-respondents. On 30 June 2022, the applicant advised that they agreed the new name was still an offending name. On 5 July 2022, 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 11 July 2022 the respondent made a request for a hearing. It was unclear what decision the respondent was challenging so, on 13 July 2022, the Tribunal wrote to the respondent to request clarification of its request for a hearing and whether it still wished to be heard. Its reason provided with its form CNA4 “Request for a hearing to be appointed”, was stated as being a response to the Tribunal’s letter of 27 June 2022 that contained the now confirmed preliminary view to join the co-respondents but its submissions related to the substantive issues and to justification for the change of name. The primary respondent was also informed that as no defence had been received by the deadline of 19 June 2022 (as set in the Tribunal’s letter of 19 May 2022) the Tribunal was minded to treat the application as undefended. The primary respondent was reminded of the deadline of 19 July 2022 to challenge this preliminary view, as set in the Tribunal’s letter of 5 July 2022. The primary respondent was also given until the same date to clarify the purpose of its form CNA4. No response was received.

On 1 August 2022 the Tribunal wrote to the parties to advise that as no response had been received, the fee for the form CNA 4 would be refunded to the respondent and as no defence had been filed the application was undefended.

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) ZAKIGANJ WELFARE ASSOCIATION INTERNATIONAL 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) ZAKIGANJ WELFARE ASSOCIATION INTERNATIONAL LTD, Sherwan Hussain Chowdhury, Abul Hussain and Gulam Mortuja Chowdhury 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.

ZAKIGONJ WELFARE ASSOCIATION UK , having been successful, is entitled to a contribution towards its costs. I order ZAKIGANJ WELFARE ASSOCIATION INTERNATIONAL LTD, Sherwan Hussain Chowdhury, Abul Hussain and Gulam Mortuja Chowdhury, being jointly and severally liable, to pay ZAKIGONJ WELFARE ASSOCIATION UK 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 5 August 2022

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. ↩