What is the new National Business Names Register?

The system of business name registration that was administered by each state and territory independently has ceased. No longer does Australia have a fragmented system that requires businesses to register their business names in each state or territory.

From 28 May 2012, ASIC will maintain the new national register of business names (Register) established under the Business Names Registration Act 2011 (Act). You can register your business name with ASIC.

What are the benefits of this change?

The Register will help to:

  • save time because businesses will only need to complete one registration;
  • save money by eliminating the costs associated with registration and renewal in each state and territory;
  • reduce administration by enabling businesses to attend to one registration Australia-wide;
  • increase certainty by having a nationally available public register to search and identify business names;
  • increase transparency by making the details of the entity carrying on a business under a business name available to the public.

What do you need to know if your business name was registered in a state or territory?

Business names will be automatically transferred
ASIC will automatically transfer business names presently registered in each state and territory to the Register on 28 May 2012.The period of registration of that business name will also be transferred to the Register. As the period does not start afresh, you will need to renew your registration before the current expiry date.
Check the expiry date
You should check the expiry dates of your business names that are currently registered.Business names that are imported into ASIC’s registry will not have their registration period refreshed. This means that your current expiry date is still effective and you should monitor this.If your registration lapses, you might be precluded from registering that business name with the Register if there is a conflicting name that has been automatically transferred from another state or territory, or if someone beats you to registration.
Business names registered in more than one state or territory
ASIC will transfer all your business names to the Register.To minimise your need to attend to the administration of multiple business names, you may cancel all but one business name. There is no cancellation fee.Alternatively, ASIC may, at some point in the future, notify you of its intention to combine your identical business names into one entry.
If you have identical business names registered in different states or territories

If your business names in different states or territories are identical, ASIC might add an identifier to each business name when it transfers those names to the Register.An identifier might be the suburb or city where that business name is registered.The identifier assists the public in telling these identical business names apart. It does not actually form part of your business name.

ASIC will notify you before it adds an identifier, giving you an opportunity to suggest an available and acceptable alternative

Verify and amend your details and keep them up-to-date
You should visit the public register at www.asic.gov.auto review the information relating to your business name.If you do not check your details, and they are incorrect, you might not receive notices from ASIC. For example, you might miss ASIC’s reminder to renew your business name.If you want to amend your details or cancel a business name, you will need to do this through your ASIC Connect account or sign up for one.

You must notify ASIC when certain things happen

The Act requires notification if the following events occur:

  • changes to information. You must notify ASIC of any change to the information recorded in the Register within 28 days of that change;
  • disqualification. You must immediately notify ASIC if you (as the business name holder) or a person involved in the management of the entity carrying on the business under that business name becomes disqualified. You are considered disqualified if you are disqualified from managing a corporation under s 206B(1) of the Corporations Act 2001, or if you are convicted (even overseas) of an offence that involves dishonesty and is punishable by imprisonment of at least 3 months;
  • bankruptcy or insolvency. If you become bankrupt, or if your entity becomes insolvent, then your debtor representative must notify ASIC within 28 days of their appointment. If the business name was transferred to the Register from a state or territory, then this notification must be given within 28 days of the registration.
  • appointment of a legal personal representative (e.g. executor or administrator).If the holder of a business name dies and a legal personal representative is appointed (such as an executor of a will or the administrator of an estate), then the legal personal representative must lodge the notice of the grant (such as the grant of probate or letters of administration) with ASIC with 28 days of the grant. If the business name was transferred to the Register from a state or territory, then this notification must be given within 28 days of the registration.

What’s better than a business name? A trade mark.

Registration of a business name does not give you the exclusive right to use that name. Without being able to establish prior goodwill and reputation associated with a business name, businesses may fail to prevent the competition from registering similar names.

To protect a business name, businesses should consider registering a trade mark – which gives one exclusive ownership rights in that name. A trade mark is national. A trade mark is stronger.

Solicitors Parramatta and RM Legal specialise in all aspects of Company Law and Business Transactions. For prompt, accurate, and value for money business and company law advice, contract RM Legal.