Can You Register A Company Name That Has Been Dissolved?
As each state has different parameters as to what is considered to be an abandoned company and whether the name available, it can be difficult to determine.3 min read
2. Other Considerations
3. How to Register the Name of a Dissolved Company
Updated November 17, 2020:
Can you register a company name that has been dissolved? As each state has different parameters as to what is considered to be an abandoned company and whether or not the name of which is up for grabs, it can be difficult to determine.
Permission to Use a Name
If you are searching your state’s database of registered business names and found that the perfect name for your company has already been registered, but that company does not appear to actually be doing business, you can try to obtain written consent from a responsible party, granting you permission to use the name. This is the case in every state, so regardless of where you are located, you can then submit that written and signed consent to the business register when you also file your required operating documents. In most cases, this written permission from the original holder of that company will also serve as evidence that the company has either been dissolved or at least no longer intends on using that name within its business operations.
In doing your search of available company names, you may find that a company is cited as either “inactive” or “dissolved.” If the company is listed as dissolved, then the name is generally up for grabs. However, if the company is listed as being inactive, then the state may not allow you to use the name unless you are able to provide written consent. Ultimately, it is the responsibility of the state to verify the availability of a company name, so should it turn out that the name is not available, you will be notified as such.
As it is required by most states, the dissolving business will also make your search a bit easier, as they will file notice with the state of their intent to cease business operations. This also holds true in the case of a name that a company registered with the possible intention of using, but then ultimately decided not to. The cancellation notice will then be on file with either the state or local agency, allowing you to then register it for your own business.
While, yes, the name of an abandoned company may be up for grabs, it may not always be a good idea to take it and use it for yourself. Some of the reasons as to why include:
- The name may be trademarked with the federal government, or in use in other states, which can create issues if you intend to grow your business into other states
- Even if the company has ceased doing business in every location in which it had been registered, different states have different policies regarding how long a business has to be inactive before a name can be re-registered.
- Depending upon why the former company dissolved, you and your company may not want to be associated with that particular name.
- You may not be able to find a responsible party who can grant you written permission, which can create potential issues with the original registrants of that name, or their estate(s).
Ultimately, unless you can obtain written consent from a responsible party for use of that company name, it is generally best to come up with a different one. Additionally, to avoid issues of trademark infringement or conflict in other states, you will want to look for a name that will provide you with worldwide rights to the name for your company.
How to Register the Name of a Dissolved Company
If you have done your due diligence, you can confirm that the company of the name you want has been dissolved, the name is not active in any other states or trademarked federally, and the company who was the original holder of the name was not one that is going to paint your company in a bad light by using the name, then you should be good to go in using the name, if you should still choose to. The process is the same as it would be with a brand new name that has never been registered, can be done online in most areas, and is expensive to do.
If you need help with whether or not you can register the name of a dissolved company, you can post your legal need on UpCounsel’s marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.