12 tips for naming your LLC or corporation

This means that the name must not conflict with a name already on the state business entity filing office’s records. Plus, the name will likely need to meet requirements concerning required or prohibited words or phrases.

If you’ve already formed your limited liability company or corporation but want to expand your business in another state, you’ll have to satisfy the other state’s naming rules when you qualify to do business there. Beyond its legal name, an LLC or corporation may operate under additional names, including DBAs (assumed names), fictitious names, and domain names.

Here are twelve points to consider when selecting or changing your business name.

1. Your business needs a legal name for the formation documents

An LLC’s or corporation’s legal name is the official name used when you file with the state to form your LLC or corporation. It appears on your formation document (e.g.,Articles of Incorporation or Certificate of Organization). This name must meet the state’s business entity naming requirements for LLCs and corporations.

2. You can have one legal name but more than one assumed name

Your business can have only one “legal” name at a time but can have any number of assumed or DBA (“doing business as”) names. For example, if your LLC’s legal name is “Smith and Jones, LLC”, you could file a DBA to do business as “Best Painters” and another DBA to do business as “World Wide Painters”. You can use these DBA names on your website, signs, ads, promotions, and so on.

3. Your legal business name must be distinguishable

The legal name of your LLC or corporation must be distinguishable from the names of other entities on record with the state filing office. Otherwise, the state may refuse to file the documents to form your LLC or corporation. The same rule of it being distinguishable applies in some states when filing for an assumed or DBA name.

However, there are a number of states where assumed names do not have to be distinguishable, meaning more than one company can file the same assumed name.

Each state varies in how it decides whether a name is different enough to be distinguishable and therefore acceptable for filing.

4. Your legal business name should include the correct required words

States generally require that the legal name of your LLC or corporation include certain words indicating your business structure.

• Corporations: Corporations: A corporation’s name typically must include words like Corporation, Incorporated, Company, or Limited; or abbreviations, like Corp., Inc., Co., or Ltd.
  
  
• Limited Liability Companies (LLCs): Limited Liability Companies (LLCs): An LLC’s legal name usually must include words like Limited Liability Company, Limited Company; or abbreviations like L.L.C., LLC, L.C., LC, or Ltd. Liability Co.

5. Your legal name should not contain any prohibited or restricted words

Many states also prohibit certain words in a business name. Some are words that the state considers inappropriate. Others are intended to protect the public from being misled. For example, a state might not allow “Insurance” in the name of a business that’s not an insurance company or may require the approval of the Insurance Department before allowing the use of that word. States also prohibit names that misrepresent a business's entity type. For example, an LLC cannot use “corporation” in its name.

6. Comply with laws in other states where you are qualified to do business

In order for your LLC or corporation to qualify to do business in states outside its state of formation (known as foreign qualification), your company name must also meet the statutory requirements of the foreign state(s).

Under most LLC and corporation laws, the name of a foreign LLC or corporation name must meet the same statutory requirements as the state’s domestic LLCs or corporations. And if you want to do business under an assumed or DBA name, most foreign states will also require you to register the assumed or DBA name.

9. Conduct a trademark search

Just because a legal name is considered available by the state filing office, it doesn’t mean that some other company doesn’t have trademark rights to the name.

The state filing offices don’t check state, federal, or common law trademark records when determining whether a name is distinguishable. They check their own business entity filing records.

TThe penalties for trademark infringement are severe, so it’s important to check that your choice of business name isn’t already protected. You should also make sure other names, like assumed, fictitious, or domain names you might use won’t infringe on someone’s trademark rights. Conduct a trademark search to uncover if any names or marks already in use are identical or similar to the names that you choose. The U.S. Patent and Trademark Office has tips on How to conduct a trademark search.

10. Perform a name check with the state

You’ll also need to conduct a name check with the state filing office to determine if your preferred legal name is available within state records.

Doing a name check will prevent a state from rejecting your documents because the name isn’t available when you try to incorporate or form an LLC. But keep in mind, a name check simply tells you that the name is available at the moment you perform the check. It does not “hold” the name for you or guarantee that you’ll have it. If there will be a delay before you are ready to submit your incorporation or formation documents, consider taking advantage of a name reservation. This leads to our next point.