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  1. #1
    Join Date
    Mar 2020
    Posts
    1

    Default Business Name

    My question involves business law in the state of: Oregon

    I recently started an online business and apparently got ahead of myself. I had previously Googled the name I wanted. I didn't find any references to the name and the [businessname].com URL was available, so I bought it and now have a functioning website. I just discovered the name was previously used in my state by an LLC that is currently listed as Inactive by the Secretary of State. That LLC was inactivated by an Administrative Dissolusion on October 26, 2017. The same business name is also listed as a current Assumed Business Name. It doesn't appear the owner is actively using it, but the registration is current.

    I'd rather not change my name since I've already started doing the SEO work to get my website noticed by Google. I'd also rather not try to buy the name from the ABN owner since they'd find my website and probably want to charge me too much. So what if I create an LLC with the name? Can I take the name from the old LLC since it's been disolved? If I do own the LLC does that give me authority to use it over the person holding the ABN? Any other considerations I need to be aware of?

  2. #2
    Join Date
    Sep 2010
    Posts
    19,604

    Default Re: Business Name

    Understand there are TWO issues at play here.

    The first is the actual name of your business entity. The state has specific rules on uniqueness for this, here are Oregon's:

    What does the statute say about distinguishable on record? - OAR 160-010-0012
    ​For purposes of the reservation, registration or use of a name under ORS chapters 58, 60, 62, 63, 65, 67, 70, 128, 554, and 648, a name is distinguishable on the records of the Secretary of State Business Registry office from the name of any other active organized entity, and from a reserved or registered name, if

    ​Each name contains one or more different letters or numerals, or has a different sequence of letters or numerals, except that adding or deleting the letter s to make a word plural, singular or possessive shall not cause a name to be distinguishable;
    One of the key words is different;
    The key words are the same, but they are in a different order; or
    The key words are the same, but the spelling is creative or unusual.
    The difference in key words is between how a number is expressed, as a numeral, Roman numeral, or word representing a numeral.
    Basically, a business name is distinguishable if it does not copy a name already on record. A word or even a one-letter difference in a name is often enough to tell it apart from another name in the database. In addition, an assume​d business name is filed by county, so there may be identical names in the database, each of which is associated with different counties.​

    All this involves is the name your company uses for legal purposes. If you want to then operate under another name, you can file a fictitious name (d/b/a) to identify you're using one.
    Note that as near as I can tell, only businesses with active, up-to-date registrations are of concern for the uniqueness requirement.

    The second is the trademark/servicemark, which is the brand under which you operate. This is a distinct issue from the business name. It means you can't use a name that is likely to create confusing with an existing trademark. For example, the name of the business entity that runs the SUBWAY restaurants is Doctor's Associates. You could probably register Doctor's Associates and Subway as business names in Oregon (Doctor's Associates is a Connecticut-based company). However, you couldn't operate a restaurant called Subway (or even similar to it) without infringing on their mark.

  3. #3
    Join Date
    Mar 2013
    Posts
    17,803

    Default Re: Business Name

    This is why people going into business should have a trademark attorney. Back then you would have paid $. Now you could potentially pay $$$$$$$$$$ to unravel this or defend a lawsuit.

    Decide which is potentially less costly: paying the owner or defending a lawsuit.

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