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I am looking to form a corporation in the state of New Hampshire, USA. I understand that a company may register a trade name with the state.

As I understand it, all companies require a legal suffix (i.e. for corporations: Incorporated, Corporation, Inc., Ltd.), and most companies use the short form of their name when doing business.

  • Microsoft Corporation -> Microsoft
  • Oracle Corporation -> Oracle
  • Apple Inc. -> Apple
  • Adobe Systems Incorporated -> Adobe (or Adobe Systems)

Now, for all these companies, the trade name they are using is simply a shortened form of the company's full legal name. For another company, say, Amtrak:

  • National Railroad Passenger Corporation -> Amtrak

The trade name is completely different from the company name. So, my question is: should your company only register a trade name if the trade name is completely different than the name of the company, or should it register the trade name regardless, even if the only difference is the omission of the legal suffix?

Also, with a company like Adobe, having a descriptive word in the company name (Systems) which many companies omit, where is it more appropriate to use Adobe vs Adobe Systems and vice versa?

Also, for a company without a descriptive word (i.e. Microsoft), the name "Microsoft" should be used almost everywhere except in legal documentation and copyright notices (where "Microsoft Corporation" would be used), correct?

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2 Answers

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First a sidebar regarding "doing business as": in most cases this is a layman's term for doing business without incorporation, i.e. doing business where the business activities are legally committed by you. Avoid this, because it means that legal obligations arising from the business are held by you personally.

Then regarding trademarks and company names; it seems to me as if you consider those as two sides of the same thing -- they are not. :-)

  • Incorporation creates a separate legal persona, the company, which holds legal rights (such as registered trademarks) and legal obligations (such as debt, payroll).

  • Registering a trademark grants a certain exclusivity on that name within a geographic area and/or business vertical.

Thus whenever you need to identify the company with precision, you must use the full company name. Examples of this are all kinds of contracts, copyright assignments, forms sent to the government, brochures and websites where your company publishes its postal address, etc.

Trademarks are a different consideration. You may or may not benefit from trademarking your company name. In many cases trademarking product names may be more important than your company name.

You can start building up a trademark by simply using a specific name in business. However, if you want strong protection of your trademark, then you must register it with the appropriate government agency. In most cases that will mean the USPTO and/or the EU OHIM. Both of these sites actually have good and readable information, take a look at them.

If you want a deeper introduction to trademarks, then this article by Fenwick & West LLP gives a good overview.

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Note that registering a trademark is secondary to actually using the name in business first (and using it continuously) within the desired geographical region. Trademarks are protected by common law in the US, so registration is not required for protection. That said, the benefit of registering is prophylactic - it alerts others who may want to use the same name that the name is already in use. – Henry the Hengineer Nov 20 '10 at 11:53
@The NeoTycoon: I agree to a certain point -- but registering a trademark does provide very significant benefits, and the cost is low (<1000 USD). One example of the significant benefits is the prophylactic/preventive effect you mention, but there is also the shift in who holds the burden of proof, the option to demand legal damages from malicious infringers, etc. But yes, doing business under a TM/SM first does not prevent you from registering it later on, if that's what you meant to highlight. – Jesper Mortensen♦ Nov 20 '10 at 12:33
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So, my question is: should your company only register a trade name if the trade name is completely different than the name of the company, or should it register the trade name regardless, even if the only difference is the omission of the legal suffix?

No need to register a DBA name if you incorporate or form a LLC. Just use a trademark/service mark (which, as I mentioned in the above comment, can be protected by simply using the name in business). It doesn't matter if the mark is of a different name than your corporation/LLC.

Also, with a company like Adobe, having a descriptive word in the company name (Systems) which many companies omit, where is it more appropriate to use Adobe vs Adobe Systems and vice versa?

An added descriptive word in a name is typically used to denote a specific product/line of products.

Also, for a company without a descriptive word (i.e. Microsoft), the name "Microsoft" should be used almost everywhere except in legal documentation and copyright notices (where "Microsoft Corporation" would be used), correct?

Correct, use the corporation name in all legal docs. Btw, in this context, "Microsoft" is a registered trademark, not a DBA.

Disclaimer: the above isn't legal advice and does not constitute an attorney-client relationship.

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