Change of name

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Historical
This page is kept as an archival reference.
If you want to raise a point about it, please start a discussion thread on the community forum.
Certificate of Change of Name.pdf
Wiki UK Ltd changed its name to Wikimedia UK at the 2012 AGM. The certificate is to the right.







Background

Wikimedia UK was incorporated on 27 October 2008 under the name "Wiki UK Limited". At the time, another organisation, Wiki Educational Resources Limited, was recognised by the Foundation as the UK chapter and was entitled to call itself "Wikimedia UK". Therefore the new organisation wasn't able to call itself "Wikimedia UK" from the outset. Wiki Educational Resources is normally referred to as "Wikimedia UK v1.0" with Wiki UK Ltd referred to as "Wikimedia UK v2.0".

On 12 January 2009 the Wikimedia Foundation, with the support of Wikimedia UK v1.0, agreed to terminate the original chapter agreement and signed a new Chapter_Agreement with Wiki UK Ltd. From then on Wiki UK Ltd took the operating name "Wikimedia UK" but retained the legal name "Wiki UK Ltd".

All legal contracts, including the Fundraising Agreements, Bank Accounts and Contracts of Employment refer to the legal name as "Wiki UK Ltd".

Proposal

I propose that the legal name of the chapter be changed to "Wikimedia UK".

Benefits

This removes an unncessary level of complication and confusion when people are dealing with the chapter. Everyone knows the chapter as "Wikimedia UK", so why not have it as our legal name?

It reduces the risk that cheques are returned if made out to the wrong entity or that contracts are signed without the correct disclosures. Potential partners, donors and supporters find it easier to find information about us from Companies House and the Charity Commission websites.

Process

The chapter is incorporated as a Company Limited by Guarantee and registered with the Charity Commission of England and Wales. To change our name we need to:

  1. Obtain the consent of the Wikimedia Foundation
  2. Pass a Special Resolution at the next AGM
  3. File forms NM01 and NE01 at Companies House with a fee of £10 [1]
  4. The Articles are deemed to be automatically amended. [2]
  5. Update stationary, website etc. with the new legal name [3]
  6. Provide the new Certificate of Incorporation to the bank
  7. Start using the name "Wikimedia UK" for all new contracts

Note that the organisation remains the same as before. The legal entity continues uninterrupted: all contracts of Wiki UK Ltd are automatically contracts of (the new) Wikimedia UK without any further action required. The constitution will otherwise remain unaltered, the chapters' assets and liabilities will remain the same and the board will remain in unchanged.

Changing the name will have no impact on the activities that the chapter may or may not engage in: they remain restricted only by the chapter's Objects clause.

Comparison

Most other Wikimedia chapters have their "Wikimedia x" name as their legal name in some form or another, as shown below:

(tbc)

Potential Issues

"Wikimedia" is a registered trademark of the Wikimedia Foundation. The chapter is only permitted to use the trademark by virtue of the Chapter Agreement. If the Foundation decided to cease that agreement, the chapter would no longer be able to use the name and may be forced to change. This would entail holding a General Meeting and passing a Special Resolution.

If this occured

Comments

Please add your comments, supportive or otherwise, here

  • I have drafted the above proposal and may put it to the AGM in 2012 if there is sufficient support. AndrewRT 23:38, 9 November 2011 (UTC)
  • Would we need to append 'Ltd' to the end of 'Wikimedia UK' if we took this approach? Mike Peel 10:41, 11 November 2011 (UTC)
No. Charitable companies are exempt from using the phrase "Ltd" in their names; Companies House notes
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