Company Formation – Choosing a Company Name

In selecting a name for the startup’s business, founders need to consider a few different legal and business issues:

• “Official” Name of the Startup.    This is the legal name identifying your corporation or LLC with the state in which the startup is formed and in the states in which the startup is qualified to do business.  Startups will need to select a company name that  does not conflict with company names of other businesses organized or qualified to do business in the desired state of formation.    Startups should also consider selecting a company name that does not conflict with company names of other businesses in states in which the startup intends to qualify to do business as a foreign corporation (e.g., a Delaware corporation with headquarters in Princeton, NJ will need to clear the company’s name in Delaware and in NJ).    Most secretaries of state (the applicable government dept in each state in charge of company formation matters) maintain websites with searchable databases of names that are being used or are reserved for future use (you can link to the sites here for: Delaware and NJ).     The founders will need to conduct searches of these databases to confirm that their desired company name is free for use and will not be rejected by the applicable secretary of state upon formation of the startup or filing for entity qualification in another state where the startup will do business.
• Domain Names.   A startup will often desire to obtain domain names consistent with their business names.   Corresponding searches of domain name registries will need to be made to determine if a domain name (and appropriate variations thereof) with the desired business name can be obtained (you can link here to popular domain name registries: go daddy, network solutions and register.com).   Note that this is a separate search from the secretary of state search – an available domain name does not mean that you will necessarily be able to use that name as an official business name, and vice versa.
• Trademarks.  A trademark is a word, phrase, name, symbol or design that distinguishes and identifies a startup’s products, services or business.     There are two preliminary trademark issues to consider when selecting a startup’s name:  (1) does the startup’s proposed name infringe an existing trademark of a similar business, and (2) is the startup’s name protectable as a trademark itself.     Look for a post in the future that dives deeper into trademark law, but for company formation purposes note that it is important to at least do a preliminary search of the US Patent and Trademark Office website – www.uspto.gov- to determine the likelihood of infringement and the ability to protect the startup’s desired name.    Like domain names and official company names, trademarks must be separately searched, cleared and, if desired, registered.    Note:  It is important to note that a startup can brand its business with a trademark and a domain destination that is different from its official business name – a solution that might work when all of the stars do not align.    Back in the dot-com boom time, I was the general counsel of HoopsTV.com – we trademarked the name “HoopsTV,” operated the business from the domain name hoopstv.com, and generally held our business out with that brand – but our actual business name was “The Basketball Network, Inc.”
• A Good Business Name.    I will not even attempt to add to the guidance you can get on this matter from Guy Kawasaki at http://blog.guykawasaki.com/2006/02/the_name_game.html

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