QUESTION on How to Incorporate With Same Company Name in Another State
Can I get to incorporate or form a corporation using my company name in another state if someone else in that state has the same company name?
– Jessie Pope, OK
The short answer is “yes, no problem.” Now for the long answer
Just to be clear, I believe what you are asking is if someone would be allowed to incorporate a business with a particular name in one state if another corporation with the same name existed in another state. The short answer is yes. In order to form a corporation, most states only require that the corporation’s name be distinguishable (ie. different) from the names of other corporations and/or other business entities that are registered in the state of incorporation.
Once you have incorporated in your state, no other corporation could be formed in your state with the same name for as long as your corporation is in existence. However, this would not preclude someone from incorporating a business with the same name in another state. It can and certainly does happen, and I have personally come across many corporations (and limited liability companies) with identical names in various states in my work as an incorporation specialist.
This is a non-issue in most cases, as a corporation can be distinguished by the state in which it is incorporated. However, in instances where a name is trademarked it would not be entirely unheard of for a company to receive a notice to cease and desist from infringing on a trademark and, in effect, requiring the company to change its name.
For this reason I would discourage anyone from forming a corporation called “Coca-Cola Inc.”, even if that name were available in the state of incorporation! Again, I wouldn’t call this a common problem necessarily, but it does bring to mind a case in which Starbucks went after the owner of a small-town coffee shop called Sambucks Coffee, so named for the shop’s owner, Sam Lundberg, whose maiden name was Buck (the story was featured on ABC’s 20/20; see http://abcnews.go.com/2020/GiveMeABreak/story?id=1390867.
To be sure that your proposed name would not be infringing on a registered trademark, or if you are thinking about “going national” with your business and wish to register your own trademark, you can visit the United States Patent and Trademark Office’s Web site at http://www.uspto.gov .
Recommended Resources on How to Incorporate Your Business:
- Incorporate Your Business: A Legal Guide to Forming a Corporation in Your State
- Corporate Records Handbook, The: Meetings, Minutes & Resolutions
- Surprisingly Simple: LLC vs. S-Corp vs. C-Corp Explained in 100 Pages or Less
- LLC or Corporation?: How to Choose the Right Form for Your Business