Can You Use a Dissolved Company Name? [Rules Explained]

Are you considering naming your business, only to discover that the name you want has already been dissolved?

It might seem like the perfect opportunity to bring that name back to life, but the rules aren’t always so straightforward.

In this article, we’ll explain if you can use a dissolved company name and what important rules and restrictions you need to know.

We’ll cover the legal considerations, potential risks, and practical steps to help you make your choice.

What is a dissolved company?

A dissolved company is a company that has been removed (“struck off”) from the Companies House register and no longer legally exists. Put simply, it's been officially shut down and cannot trade, own assets, take on debts, or carry out any business activities.

There are two main ways a company can be dissolved:

• Voluntary strike-off: Directors apply to remove the company from the register when it’s no longer needed (e.g., it has stopped trading or is dormant).
• Compulsory strike-off: Companies House removes the company for failing to meet legal requirements (e.g., not filing accounts or confirmation statements).

It’s worth noting that dissolution is not the same as liquidation. Dissolution (often through voluntary strike-off) usually happens when a company has no debts and is simply being closed down.

Liquidation, by contrast, is a formal insolvency process used when a company cannot pay its creditors. Both processes ultimately result in the company being struck off, but liquidation carries far stricter legal consequences for directors.

What happens to a dissolved company’s name?

One of the most common questions is what happens to a company's name after it’s dissolved. The simple answer is: once a company is dissolved and struck off the register, its name is usually free for others to register, but there are some important exceptions to keep in mind.

According to Companies House guidance, once a company's dissolved, its name usually goes back up for grabs. From that point, no legal rights remain attached to the name.

However, timing matters:

• While a company is still going through the dissolution process (such as the two-month Gazette notice period for voluntary strike-off), its name is still considered “in use.”
• Only once the company is fully dissolved does the name become available.

Another point to be aware of is company restoration. Under the Companies Act 2006, a dissolved company can sometimes be restored to the register (usually within 6 years). However, if its old name has already been taken, the restored company will not get it back. Instead, it will either be temporarily restored under its company number or required to adopt a new name.

Restrictions on reusing a dissolved company name

Now we get to the crucial part: What restrictions exist on reusing a dissolved company’s name? On the face of it, if a name is available on the register (i.e., no active company is using it), you can use it. However, there are important legal restrictions and practical rules to be aware of. These include the standard company naming rules that apply to all companies, as well as specific laws aimed at preventing abuse of company closures (often referred to as “phoenix company” laws).

Companies House naming rules

Even if a name has been freed up, it still needs to comply with the standard Companies House requirements. Your new company name must be unique, not too similar to an existing one, and not misleading, offensive, or unlawful. Certain words, such as “Royal” or “Bank,” require official permission. Companies House will reject names that don’t meet these tests, even if the dissolved name looks available.

💡 Pro tip

You can use ANNA’s free Company Name Checker to find out in just a few seconds whether your chosen name is available. The tool provides a clear answer without legal stress, and if the name is already taken, ANNA suggests clever alternatives to keep your business idea moving forward.

Insolvency Act Restrictions (Section 216)

If the dissolved company went into insolvent liquidation, directors face much stricter rules. Under Section 216 of the Insolvency Act 1986, anyone who was a director (or shadow director) in the 12 months before liquidation is barred from reusing the same or a similar name for 5 years. This covers the company’s official name, any trading or brand names, and anything so similar that it implies a connection. Breaching this rule is a criminal offence and can lead to:

• Fines
• Imprisonment
• Personal liability for the debts of the new company
• Director disqualification

📌 Note – The restriction also extends to those who assist others in managing a business that uses a prohibited name.

Passing-off risks

Just because a dissolved name is technically available doesn’t always mean it’s wise to use it. Even if a name passes the Companies House checks, it may still create problems if it’s too close to another business’s name or brand. This can lead to complaints to the Company Names Tribunal or legal action for “passing off,” which is when one business is accused of misleading the public into thinking it is connected to another.

Legal and branding risks to consider

Registering a company name at Companies House does not give you trademark rights. Always search the UK IPO database before using a name, as trademarks can exist even if the company is dissolved.

Before reusing a dissolved company’s name, consider these key legal and branding risks:

Unregistered trademark (Passing off)

Even without a registered trademark, a dissolved company’s name may carry unregistered rights if it had strong recognition. Using a similar name could mislead customers and result in a “passing off” claim, especially if the company was high-profile or dissolved recently.

Reputation and historical baggage

A dissolved company’s name may bring goodwill or negative baggage. If the business had scandals, debts, or poor service, those associations could harm your brand and confuse old customers or creditors. Check the dissolved company's filing history on Companies House, search for news coverage on Google, and review any outstanding CCJs (County Court Judgments) in an online database.

Domain names and online presence

Check whether matching domains (.co.uk, .com) are available, as they aren’t tied to company names. If the dissolved business had an active site or online footprint, prepare to manage confusion or outdated search results. From a branding perspective, you’ll want a clear online identity that distinguishes you from the old company.

Companies House official guidance on name reuse

Still wondering if you can use a dissolved company name? Here's what you need to know based on Companies House official guidance:

Step by-step guide: How to safely reuse a dissolved company name

For example, let’s say you want to register an IT consulting company named OldCo Ltd. A few years back, there really was a company with that name. They offered IT services, but the owner retired, shut it down, and the company was voluntarily dissolved. So what should you do now?

Here is a quick checklist to help you do things the right way:

Let’s break the process into a few easy steps:

🔵 Step 1: Check Companies House

Start by searching the Companies House register for any companies with the same or similar names, like “OldCo Consulting” or “OldCo Solutions.” If there are no active conflicts, you’re in the clear to move on.

🔵 Step 2: Search for trade marks

Head to the UK IPO database and check if “OldCo” or its logo is still registered as a trade mark. If any old registrations have expired, that means they’re no longer a problem.

🔵 Step 3: Google the name

Search online for press coverage, reviews, or complaints about the old company. Make sure there are no scandals, unresolved disputes, or negative publicity still linked to the name.

🔵 Step 4: Weigh the reputation

Think carefully about whether the old company’s history could help or hurt you. A clean or positive reputation can make the name more valuable, while a negative history could make it risky.

🔵 Step 5: Plan your branding message

Be ready to make it clear that your company is new and separate. You can include a line on your website or marketing materials, such as “Established 2025 – not affiliated with the former OldCo Ltd.” Have a simple explanation prepared in case clients or contacts ask.

🔵 Step 6: Contact the former owner (Optional)

If you can find them, consider letting them know you are reusing the name. This is not required, but it can prevent misunderstandings. In some cases, they may even offer referrals.

🔵 Step 7: Register the company

Once you are satisfied, incorporate the name with Companies House as you would with any new company. At the same time, secure your domain, social media handles, and set a Google Alert to monitor mentions of your company name.

Real-world examples of breaking the prohibited name rules

PSV 1982 Ltd v Langdon

In this case, a yacht builder’s company, Discovery Yachts Ltd, went into insolvent liquidation, which meant its name became a prohibited name under section 216 of the Insolvency Act 1986. The director later became involved with a new company trading under a nearly identical name, and creditors pursued him personally for the new company’s debts. The High Court, later upheld by the Court of Appeal, ruled that he was automatically personally liable under section 217, even though he hadn’t been a party to the original proceedings.

Allan Christopher Roberts

In 2011, Allan Roberts, a disqualified director, was prosecuted for continuing to manage companies under the prohibited “Prestbury” name after his original business went into liquidation. Manchester Crown Court found him guilty of breaching section 216 of the Insolvency Act, sentencing him to eight months in prison (suspended), 200 hours of unpaid work, and a seven-year further disqualification.

Maxima Creditor Resolutions Ltd v Fealy & Anor [2024]

More recently, in Maxima Creditor Resolutions Ltd v Fealy & Anor, directors were accused of breaching section 216 by reusing the name “McFee” after their previous company had been wound up. The High Court dismissed the claim, finding that they had satisfied the statutory “12-month exception,” which allows a prohibited name to be reused if another company has lawfully traded under it for at least a year without being dormant. The case illustrates that while section 216 is strict, the statutory exceptions can protect directors where genuine, continuous use of a name can be proven.

Get your business name sorted with ANNA

Before your new venture can take off, you’ll need to lock down the right name and register it properly. That’s where ANNA steps in to make things simple. Built for UK entrepreneurs, ANNA helps you check if a dissolved company name is really available, register your business with Companies House, and handle the finances that follow.

Here is how Anna helps you

💡 Check your business name in seconds – Whether you’re reviving a dissolved name or starting fresh, ANNA’s free Company Name Checker tells you instantly if it’s free to use. If it’s not, you’ll get clever alternatives to keep your plans moving.

💡 Register and bank in minutes – Once your name is secured, ANNA gets you a UK business account with a sort code, account number, sleek debit card, and smart tools to keep money organised.

💡 Bookkeeping without the stress – Snap receipts, track income and expenses automatically, and let ANNA handle VAT and Corporation Tax estimates so there are no surprises.

💡 Send invoices and get paid fast – Create polished invoices with payment links or QR codes, so clients can pay you on the spot. ANNA even chases late payments with friendly reminders.

💡 Confirmation Statement filing made simple – Every UK company must file a CS01 each year to keep Companies House records up to date. ANNA handles the process in three quick steps: confirm your company details, check they’re still accurate, and we’ll securely submit your statement for you, fast, easy, and hassle-free.

💡 24/7 real support – Whenever you need help, ANNA’s team is just a message away. No robots, no confusing menus, just real people who get small businesses and give you clear, simple answers.

Secure your perfect company name with ANNA, open your account in minutes, and start building your business today!