For some a business name is considered the ‘brand’ of an enterprise. A business name can help create a corporate identity, setting up as it does either perceived or real client expectations around service, production or intent. A business name can equally be used to influence company culture or merely act as a mission statement for the body corporate.
However, whatever the ultimate motivation in selecting and/ or operating under a business name, from a legal perspective it means that the business name owner(s) are persons or entities carrying out their trade under a brand, i.e., a name other than the owners’ true name(s). E.g., Ribige Limited trading as Ellis & Ellis.
As such, for the purposes of legal transparency the CRO (under the Registration of Business Act, 1963) is compelled to maintain a searchable index of those trading names and their associated ownerships on the Business Names Register.
Why should the purchasing solicitor/ conveyancer search the Business Names Register when investigating title in a property/ right/ interest purchase?
Because the establishment of business names creates no legal entities, nor shareholders, directors or secretaries, no limitation on liability, and yet affords weakened legal responsibilities, it is imperative for the purchasing solicitor/ conveyancer to establish some fundamental information on Business Name ownership if one is involved in a sale.
This is particularly apposite if the sale is happening under a business name for branding/ selling purposes, which is not unusual. To that end a search on the Business Names Register should meet the reasonable requirement to identify ‘…those individual(s), partnerships or corporate bodies being the legal entity[ies] behind the business name…’..
How and what to search for on the Business Names Register?
Searches can be requested against a business name number (if known). Alternatively, a search can be performed against the business name itself if the Business Name number is not known.
Seller Names: In practical terms, Business Name Register searches are typically conducted when the seller is operating under a business name, and it is unclear who are the legal persons selling the property and/ or an interest/ right.
Typically, if the owners of a business name emerge as being a company, a follow-on Company Office Searches is conducted to establish an entity’s on- going existence, status, and whether there any charges or other issues effecting a sale.
In turn, if the business name owner happens to be an individual, then the purchasing solicitor/ conveyancer will need to establish if there are any of the usual inhibits on the selling party, i.e., Judgment (Lis Pendens), Judgments (Debt/ Money), Bankruptcy, and Insolvency searches.
Purchasers Names: Additionally, when there is an undertaking by the solicitor/ conveyancer to protect the interests of a lender/ lending institute where there is a mortgage to be issued; searches are generally required to establish ownership of the business name if the buyers are conducting their affairs under a trading name.
Once the owners of a business name (Individual or Legal Entity) are established from the Business Name search, then the purchasing solicitor/ conveyancer can conduct various related follow-on Closing / Conveyancing Searches against the individuals as set out above.
What will the Ellis & Ellis Business Name search result show me?
Our reports provide, amongst other subject, details as to business names status, the registered address, the date that the business name was registered, and nature of its business.
The report also provides details of ownership, including ownership type (i.e., a legal entity or person), the address of the company or person, the ownership ‘from’ date, and the incorporation date if owned by a company.
All of the above can be conducted online and instantly via our instant results service here at www.ellis.ie
Use a trusted Law Search provider
Given the significant implications set out above of either not conducting a business name search at all, or worse, conducting an inadequate or erroneous business name search; it is imperative that purchasing solicitors/ conveyancers use a trusted law search provider such as Ellis & Ellis.
With our blend of a quick and easy-to-use ordering platform at www.ellis.ie , over 130 years of professional know-how, and a quality after-sales experience, we provide clients with a superior searching service.
For added peace of mind Ellis & Ellis provide Professional Indemnity Cover of €10 million.
Why not join the 1000’s of users who trust Ellis & Ellis to deliver them a competitive edge?