Use of a Trade Name

Author: Denise A. Martin

QUESTION
May I operate my Maryland business using a different name than that under which it was incorporated?

ANALYSIS
Maryland law governing corporations is located in the Corporations and Associations Article of the Annotated Code of Maryland. When forming a corporation, one or more adult individuals must sign and acknowledge articles of incorporation and file them for record with the State Department of Assessments and Taxation (SDAT). Under the Maryland Code, a business incorporating in Maryland must use one of the following words in the name of the corporation: “Company”, “Corporation”, “Incorporated”, or “Limited”, or an abbreviation of one of these terms. The entity must also select a unique name, one that is distinguishable from other entities transacting business in the State.

A business may wish to operate under a different name than it selected when incorporating. For instance, when conducting business, a corporation may not want to use the “Co.” or “Corp.” included in its registered name, or a corporation may want to operate under an entirely different name than it chose originally. When a business uses a name other than the name it registered with the Maryland secretary of state, it is making use of a “fictitious name” or “trade name.” In order for a Maryland business to legally operate under a trade name, i.e., one other than the name it incorporated under, it must register the name with SDAT. A business may register its trade name with SDAT by completing a Trade Name Application, available at: http://www.dat.state.md.us/sdatweb/nameappl.pdf.

Because legally incorporating and operating a business requires compliance with Maryland and IRS regulations and involves many legal planning issues, it is wise to contact an attorney for specific guidance.

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