Risk Management Blog

Perfecting your registration or qualification with all Secretary of State Offices under the same name is important for many reasons.  Most companies want name consistency in all the states they are registered or qualified to do business.  Name consistency in each state keeps contracts, business cards, licenses, etc. uniform so that there are no exceptions or variations from state to state.

This week’s blog is the first of a two-part series on Corporate Names. Today we discuss Name Availability and next week we’ll cover Name Reservation vs Name Registration.

Depending on the states and timeline for registering in multiple states, there can be a few different approaches when checking or preventing other businesses from using a business name.  This is an attempt to reduce headaches when trying to remember what your business is named in the states where you transact business. The method you choose will depend on your circumstances and when you plan to start business in the next state(s).

Name Availability.  This is a call to check if the name is available for use.  Generally, this means that a name “appears” available for use.  Conducting Name Availability can check for an existing entity with the same or similar name, or it can be a check against one entity type/index.  State fees vary from free to a minimal fee.

For example, in California, Corporations are only checked in the Corporate Index against other corporations.  LLC/LP’s are in a completely different index and require a separate check.  Also in California, names within an index are compared for similarity in sound, not just spelling.  Certain cases may require a Name Consent when entity names are too similar in spelling or sound.  Other states like Delaware allow for entities to have nearly the same spelling with limited differentiation.  For example, in Delaware if ABC I Corporation is on record, ABC II Corporation would be accepted for filing if the name was available.

Checking availability in all anticipated states of growth for consistency is only one part of proper planning for the long-term business plan. True availability is generally determined upon filing a Name Reservation, Name Registration, Incorporation/Formation, or Qualification/Registration form with a Secretary of State office.  Make sure to share your desired outcome(s) with your Service Consultant so that you can choose the option(s) that suit your circumstance.

Next week you will read what you can do once you determine your name is available in multiple states and two different ways you can reserve or register you name until your business is ready to enter new states.

Are you determining your corporate name nationwide? Contact our Legal Services Division for assistance and more information:  844.392.7588