ihwlaw

Law Blog – Business Law & Litigation

What’s In A Name?

What’s In A Name?  Symbols and Punctuation in Naming a Company — EXPRE$$ YOUR$ELF ; – ) 

A client asked me if, in naming their California start-up company, they could use symbols and/or punctuation (say, other than a period or comma for “, Inc.” or “Corp.”). (The specific entity — a corporation, LLC or other entity — wasn’t decided yet.) The short answer appears to be “yes,” a company may use certain symbols and punctuation in the name of an entity, and the applicable rules cover all entities registered in California. : – ) Sections 21000-21009 of the California Code of Regulations (the “Code”) provide rules for naming a business entity in California. The introductory provision, Section 21000 subpart (a), provides that “Business entity names must use the English alphabet or Arabic numerals (0, 1, 2, 3, 4, 5, 6, 7, 8, 9) or symbols as listed in Section 21002(b)(6)(B) or a combination thereof.” The latter provision identifies nine (yes, 9!) symbols, specifically including the @, #, $, %, ^, &, *, + and =. While the term “punctuation” is not used in Section 21000, my interpretation of the Code is that at least eighteen (18!) punctuation marks are allowed in naming an entity: the period (.), slash (/), comma (,), back slash (\), semicolon (;), hyphen or dash (- or –); colon (:), underline (_), apostrophe (‘), swung dash or tilde (~), single quotation mark (‘), parentheses (( )), double / regular quotation mark (“ ” or ” “), brackets ([ ]), question mark (?), angle brackets or greater / less than signs (), exclamation mark (!), and braces ({ }). Whether more unusual punctuation marks, like the ellipsis (…) or guillemets (« »), are acceptable in an entity name is unclear from the Code, but … it seems unlikely … that any punctuation which is not identified in Section 21002(b)(6)(A) of the Code will be permitted! : – (

When a company desires to form or register an entity in California, the decision as to what entity name will be allowed is reposed in the deft hands of the California Secretary of State’s office which supervises filings for entity formations and foreign (non-California) entity registrations. Applying the rules for naming a company in California and obtaining the Secretary of State’s acceptance of an entity’s name can be tricky, so new California companies and existing foreign entities should consult with a California business lawyer (like myself ; – ) )  for assistance in navigating these muddy waters! Oh, and by the way — I hope you’ll forgive my excessive use of symbols, punctuation and emoticons in writing this post… I was overcome by an urge to express myself! So, go out there and express yourself (just like Madonna : – P) — with punctuation and symbols in naming your company, but … beware the pitfalls of California law in doing so. : – )

[Q.E.D.]

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Copyright © 2011 Isaac H. Winer, Esq.

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2 responses to “What’s In A Name?

  1. Erin Williams July 12, 2011 at 8:45 pm

    Interesting point Isaac about punctuation in corporation names. For example: Yahoo! Inc., a Delaware company, is registered in California also as Yahoo! Inc. Another example, the former @ROAD, Inc., was a Delaware company and was registered in California. In addition to state law, U.S. trademark law is even more accommodating to punctuation marks in trademark word marks.

    • ihwiner July 13, 2011 at 12:20 pm

      Thanks for your comment, Erin. Your point about similarities to trademark law is well-taken. The same California Code which allows for certain symbols and punctuation in entity names also has rules about whether proposed names are deceptively similar to existing, registered entity names which could prevent their registration in California (and potentially infringe the trademark or trade name of the existing, registered entities). See California Code of Regulations Sections 21000 subparts (b) and (c) and Sections 21002-21003.

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