Would you want your limited liability business to have a new name? Whatever your motivation, renaming your LLC is easier than you would imagine. The greatest business strategies to guarantee a seamless changeover from your previous company name to the new one will be walked you through in this article.
Reasons to Change Your LLC Name
There are many justifications for renaming your limited liability business. As an illustration:
- It’s possible that you’ve observed people confusing your company name with another one.
- A specific member has passed away or left the company.
- Your company now offers more services than its initial moniker suggests.
- You had a better name in mind.
Alternatives to Formally Changing Your LLC Name
You may not need to follow the official procedure of renaming your company, depending on your motivation.
For instance, if you just want to fix a mistake you made while first completing your formation paperwork, you may file a certificate of correction in the majority of states. This certificate may be found on the websites of your companies division or secretary of state. Simply complete the form and submit it, together with payment for the filing fee, to the relevant state agency.
Consider establishing a DBA instead if your goal is to utilize a distinct name for marketing-only uses. A DBA, which stands for “doing business as,” is a trade name that is more memorable and simpler to promote than the official name of your company. All it takes to register a DBA name with your secretary of state or corporations division is to submit the necessary paperwork along with the required filing costs.
Adding a DBA allows you to have this fake name in addition to your legal name, which makes it arguably the better alternative than a formal company name change. This may be referred to as an assumed name, trade name, or fake business name, depending on your state.
How to Modify the Name of an LLC
Our Legal Guides Team outlines the best business practices you should take into account when renaming your LLC, even if the procedure just requires submitting an update with the secretary of state. By following these procedures, you can ensure that everything is done properly and steer clear of any possible problems that might occur from renaming a company.
Verify Name Compliance & Availability
As with the name you choose when you first founded your LLC, you must ensure that the new name is unique from those of any other businesses that are officially registered in your state. Make careful to confirm that the new name is available in each state where your foreign LLC is registered before renaming it.
On the websites of the companies division or secretary of state, each state will maintain a database including the legal names of all currently operating businesses. With the help of this tool, you can do a name search and make sure the name of your new LLC will stand out from the names of any existing companies in the state.
Get Member Consent Before Changing Your Name
To make sure everyone is in agreement, your LLC operating agreement could mandate that you subject important business decisions—like changing the name of your company—to a formal vote among LLC members. If you haven’t decided on a name yet, you can also make a list of potential names and ask members to cast votes to choose which one should be used for the company.
Submit an Article of Amendment
You must amend the articles of organization that you submitted with the state when you founded your LLC in order to formally alter the name of your business. To do this, submit an articles of modification form. Usually, the website of your secretary of state has this paper. If not, you’ll need to obtain the form by getting in touch with the relevant state agency.
You will get a certificate of amendment, which is legal documentation from the state proving your company name has been changed, after your articles of amendment are accepted. If your company is in “good standing” and your new name complies with the state’s naming regulations, your modification ought to be accepted. When your LLC complies with state regulations, including submitting yearly reports, paying reporting costs, and keeping a registered agent, it is said to be in good standing.
Modify the terms of your operating contract
Generally speaking, you should always have the most recent information about your company in your LLC operating agreement. As soon as the regulating state agency approves your name change, you should update your operating agreement to reflect the new name.
Report to the Tax and License Authorities
The Internal Revenue Service (IRS) must also be informed of this name change. Generally, all you have to do is tick the box on the form that says “new name” and file your yearly taxes on the new company name.
You will need to submit the IRS a name change letter if you want to inform them before your yearly taxes are due. Although there isn’t an official form on their website for you to use, the letter need to include the following:
- Your E-mail address
- The company’s previous name as shown in IRS records
- Full business address as it appears in IRS records
- The new moniker for your company
- The date the name was modified
- The state’s certificate of amendment
- a signature from the company’s owner or another designated representative
- A request to the IRS for verification
- Obtaining a new employer identification number (EIN) may also be necessary if your official company name is changed. You won’t have to do this, however, unless you changed your company’s name along with its tax status. You would want a new EIN, for instance, if you changed from being a sole proprietorship to an S-corp. In this instance, all you have to do is get a fresh EIN and utilize it exclusively going forward.
If your LLC has been granted any business licenses to operate, you will also need to inform any state and local licensing authorities of the name change.
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Make All Other Updates
You may inform everyone else that your company is now operating under a new name once you’ve completed the necessary paperwork, submitted the necessary papers, and updated the relevant parties.
You must inform the bank and credit card firm of the name change if you established a business bank account or obtained a credit card for your LLC so that they may update their records. You should change your company name on any marketing materials, such as business cards, letterheads, signs, and websites, if you have made such investments. In this manner, when potential clients are presented to your business, they won’t get confused. For the same reasons, you need to inform any current clients, suppliers, or vendors.
Frequently Asked Questions
Is it possible to rename my LLC online?
States may differ in the specific rules and paperwork you must use, but most states will let you submit articles of amendment online. On the website of the state organization where you registered your LLC, you may find out whether submitting electronically is permitted in your state.
How much does it cost to modify the name of my LLC?
The filing fee, which varies in cost based on the state in which your firm is registered, is the sole expense associated with changing the name of your LLC. If your LLC is registered in more than one state, the fee will also go up since you’ll need to submit a different article of modification to each state. In order to speed up the name changing procedure, you may optionally pay an extra cost.
Should I get a new EIN in the event that my business name changes?
No, just because you renamed your LLC doesn’t generally mean you have to get a new EIN. Provided that you are not altering the tax status or business structure of your firm, you may continue to utilize the EIN that you were initially issued under a different name. When you need a new EIN, the IRS website provides some useful information.
Does changing my name require me to tell the IRS?
Yes, you probably will need to report a name change to the IRS. By doing this, you may make sure that your new company name appears on any significant tax records you get from the IRS. It could be necessary for you to provide a state certificate of amendment. The IRS can verify with this certificate that the name change was authorized and formally adopted.
Is it possible for my LLC to have the same name as an LLC in a different state?
It is possible for your LLC name to be the same as the name of another LLC in a different state. All states ask is that you use a name that is unique from other companies operating in that state. However, be careful to confirm that the other LLC isn’t a foreign LLC that has a state registration. They could have submitted an application for federal trademark registration even if they aren’t registered in your state. If so, regardless of whether they are registered to do business in your state, you will not be permitted to use that identical name without violating their trademark rights.
In a similar vein, if you own your own international LLC, confirm that every state where your company is registered accepts your new name. If not, you can have problems while attempting to update each state under your new name when the time comes.
What distinguishes registering a DBA name from changing a company name?
A business name change occurs when you formally adopt a new name for your company instead of the one that was listed on your LLC’s articles of establishment. The same guidelines and limitations that applied to your prior company name also apply to this one. This implies that, for LLCs, your new name must still include a designation, such “Limited Liability Company,” or a variation of that.
Notifying the state that your company will operate under a false trade name in addition to the legal name it was established under is known as registering a DBA name. The naming guidelines that apply to an official company name do not apply to a DBA name. DBA names, for instance, are exempt from the need for a designator like “LLC” at the end. For this reason, DBAs are often utilized in marketing campaigns since they seem more professional when displayed on billboards and other signs.
If I rename my company, will my trademark be lost?
You will only be able to use that particular name for trademark protection if you have exclusively trademarked your company’s legal name. This implies that just because you changed the name on file with your state, your trademark will not transfer to the new company name if you alter that name.
You will need to reapply for a trademark if you would want federal trademark protection for your new company name.
