Legal Question in Business Law in Illinois

Re: Business Name

A simple question with a complicated answer. There are two issues generally with business names. First, the legal name of your corporation is passed on by the secretary of state of the jurisdiction of incorporation, and any other state in which you register to do business. The Secretary of State will not register a name that is too similar to another corporation, or LLC, that is registered in their jurisdiction, period. That is why some multi-state businesses have different corporate names in each jurisdiciton, because their preferred one was taken.

The second issue, which has far greater potential for liability, is whether the business name (corporate or otherwise) is too similar to another name used in trade or commerce as a trade mark or service mark. This second issue is one of both federal copyright/trademark law, and state/common law trademark and service mark law. If you infringe on someone else's business, say naming your hamburger stand "McDonald's", you are liable for damamges, and may be required not only to change your name, but to do remedial advertising and other actions to correct any confusion in the marketplace. And, even if the secretary of state approves a name, it could still give rise to an infringement action in the same or neighboring or other jurisdictions.

Our comments are based on treating your question as a hypothetical. Accordingly, our comments could be substantially and materially different were we advised of all of the relevant facts and circumstances. Our comments are by necessity general in nature, and should not be relied upon in taking or forgoing action in your circumstances without retaining an attorney. In order to fully explore your legal matter, you should meet with us or another attorney and bring to any such meeting all relevant documents and correspondence, and any other relevant facts.

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