Delaware Guidelines Regarding Entity Names Continue to Evolve

By Justin Damiani Monday, August 19, 2019

Delaware Entity Naming GuidelinesWhile choosing a company name is one of most exciting and important decisions you’ll make when forming your new Delaware entity, it’s important to note that the Delaware Division of Corporations continues to make updates to its regulations pertaining to the naming of a company. The state is also in the process of implementing new policies for how business names are approved during the formation process.

When thinking of a name for your new company, you’re creating the foundation of your brand identity and you’ll need to clarify the message you want to convey and the audiences you want to reach. The company name must also meet the standards of Delaware Law during the approval process and not mislead the public in regards to the nature of the business of the entity.

The company name must not deceive or potentially cause harm to any individuals or any member of the general public and the state.

Per Delaware regulations, an entity name should not contain specific offensive words or correlate to any act that may be deemed against Delaware law. Examples of words or phrases included in company names that may not be approved by the state of Delaware include the following:

  • Any words or phrases that may criticize race, color, religion, sex including pregnancy, sexual orientation or disability.
  • Any word that implies a terroristic threat
  • References to the endangering of life or threats to the public
  • Any type of oppression, harassment, bullying or cyberbullying
  • Drugs and controlled substances
  • Inappropriate language
  • Harmful weapons

A recently-concluded court battle saw a company sue the state of Delaware over its refusal to approve the company’s name. The state suggested it was offensive, but ultimately lost the case and the company was allowed to become a Delaware LLC.

In the case of company names like U.S. Government Funding Institute or Secret Internal Association, the state may determine that these names could suggest a government agency and could deceive the public, and they will not be accepted.

Regarding clients who form Delaware companies containing Hemp products, in order to proceed with your Delaware formation, the state of Delaware will ask if the company will deal with products containing THC (tetrahydrocannabinol). If this is the case, generally, the state will not approve the company name. For this reason, during the formation process, Harvard Business Services, Inc. asks that clients dealing with Hemp products let us know the description of the business and whether or not the entity will deal with THC products. For example, if a client forms the Delaware company with the name, Hemp Group, Inc., the state will want to know if the company is working with products containing THC, which contributes to marijuana's psychological effects. 

Company names that contain inappropriate words or phrases such as those listed in this post may come under special review by the Delaware Secretary of State during the approval process. The state continues to implement policies and regulations so that individuals form companies with names that are deemed acceptable within Delaware law.

If you have any questions or concerns regarding this matter, we’re always happy to assist and help check to see if company names are available for you in Delaware. Feel free to use our free Name Check section of our website as well.

Contact me with any questions as I can be reached directly at 1-800-345-2677 or 1-302-645-7400 ext. 6144 or via email at justin@delawareinc.com.

Disclaimer

THE AUTHOR OF THIS BLOG ARTICLE IS NOT A LAWYER AND HARVARD BUSINESS SERVICES, INC. IS NOT A LAW FIRM. THE ARTICLE ABOVE IS NOT INTENDED AS LEGAL ADVICE AND SHOULD NOT BE TAKEN AS LEGAL ADVICE. THIS SHORT ARTICLE IS STRICTLY TO MENTION SOME ASPECTS OF DELAWARE'S CORPORATION LAWS AND/OR LAWS RELATING TO OTHER FORMS OF ENTITIES WHICH YOU MAY NOT BE FAMILIAR WITH. WE RECOMMEND THAT YOU CONSULT WITH A LAWYER BEFORE FORMULATING A STRATEGY WHICH WILL BE SUITABLE FOR YOUR SPECIFIC CASE.

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There is 1 comment left for Delaware Guidelines Regarding Entity Names Continue to Evolve

Wesley said: Wednesday, August 21, 2019

When I applied to start my business using HBS .....was it also given a local New York State Registered Agent?..if not, is it necessary or important for my company to have this and how should I move forward to apply?

HBS Staff replied: Wednesday, August 21, 2019

Wesley, our records indicate that you are serving as your own Registered Agent in the state of New York. If you have any questions or need documents from us, please contact filings@delawareinc.com or give us a call. 

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