As any new bride can attest, changing your name is a lot harder than you might expect. The same is true for New Jersey businesses…
As any new bride can attest, changing your name is a lot harder than you might expect. The same is true for New Jersey businesses. In addition to the legal concerns associated with selecting a corporate name, businesses must also notify a range of entities of the switch, from the Internal Revenue Service (IRS) to your insurance provider.
Selecting a New Name for Your Business
In New Jersey, the new business name must be distinguishable from other names on the Secretary of State’s database. If your new name is already in use, the registration will be denied and you will have to select another name, which wastes both time and money. It is also advisable to check the proposed new name against existing trademark or service mark registrations.
Trademark law also prevents businesses from operating under names that are likely to be confused for the name of a competing business. Accordingly, your business could face legal liability if you select a name that is already being used to offer the same goods or services in your area.
Switching from Your Old to New Business Name
Once you have verified that the new name is in the clear, you will need to make it official. In most cases, the company will have to amend its organizational documents, such as articles of incorporation and bylaws, to reflect the new name. New Jersey corporations seeking to make a name change must file a Certificate of Amendment to the Certificate of Incorporation with the New Jersey Division of Revenue.
New Jersey businesses must also register the name change with any licensing authority. For instance, the New Jersey Division of Consumer Affairs requires businesses to submit a “filed” copy of the Certificate of Amendment along with a certificate of commercial general liability insurance reflecting the change.
Public companies must also notify the SEC and change their names on the SEC Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system. Entities like the Financial Industry Regulatory Authority (FINRA) and the NASDAQ stock exchange also have notification forms and procedures.
The process for changing a name with the IRS depends on the type of business. For corporations that have not yet filed their returns, you can mark the appropriate name change box of Form 1120. In all other cases, it is necessary to write to IRS at the address where you filed your return to inform the agency of the name change. Depending on the legal structure of the business, i.e., sole proprietorship, partnership, corporation, the notification must be signed by the business owner, partner, or corporate officer.
Finally, businesses should also consider notifying customers, vendors, and other key contacts about the name change. While generally not legally required, providing advance notice can prevent confusion and help make the transition proceed smoothly. Of course, it is also essential to ensure that the name change is reflected on the company’s website, marketing materials, business listings, and social media.
Understanding Chattel Paper: A Key Component in Secured Transactions
Using chattel paper to obtain a security interest in personal property is a powerful tool. It can ensure lenders have a legal claim on collateral ranging from inventory to intellectual property. To reduce risk and protect your legal rights, businesses and lenders should understand the legal framework. This framework governs the creation, sale, and enforcement […]
For years, digital assets operated in a legal gray area, a frontier where innovation outpaced the reach of regulators and law enforcement. In this early “Wild West” phase of finance, crypto startups thrived under minimal oversight. That era, however, is coming to an end. The importance of crypto compliance has become paramount as cryptocurrency has […]
Supreme Court and Title VII: Implications for Reverse Discrimination
Earlier this month, the U.S. Supreme Court issued a decision in Ames v. Ohio Department of Youth Services vitiating the so-called “background circumstances” test required by half of federal circuit courts.1 The background circumstances test required majority group plaintiffs pleading discrimination under Title VII of the Civil Rights Act to meet a heightened pleading standard […]
Special purpose acquisition companies (better known as SPACs) appear to be making a comeback. SPAC offerings for 2025 have already nearly surpassed last year’s totals, with additional transactions in the pipeline. SPACs last experienced a boom between 2020–2021, with approximately 600 U.S. companies raising a record $163 billion in 2021. Notable companies that went public […]
Short Form Merger: Streamlining the Process for Businesses
Merging two companies is a complex legal and business transaction. A short form merger, in which an acquiring company merges with a subsidiary corporation, offers a more streamlined process that involves important corporate governance considerations. A short form merger, in which an acquiring company merges with a subsidiary corporation, offers a more streamlined process. However, […]
Tariff Response Options for Small Businesses Facing Financial Distress
The Trump Administration’s new tariffs are having an oversized impact on small businesses, which already tend to operate on razor thin margins. Many businesses have been forced to raise prices, find new suppliers, lay off staff, and delay growth plans. For businesses facing even more dire financial circumstances, there are additional tariff response options, including […]
No Aspect of the advertisement has been approved by the Supreme Court. Results may vary depending on your particular facts and legal circumstances.
Sign up to get the latest from our attorneys!
Explore What Matters Most to You.
Consider subscribing to our Firm Insights mailing list by clicking the button below so you can keep up to date with the firm`s latest articles covering various legal topics.
Stay informed and inspired with the latest updates, insights, and events from Scarinci Hollenbeck. Our resource library provides valuable content across a range of categories to keep you connected and ahead of the curve.
Let`s get in touch!
Sign up to get the latest from the Scarinci Hollenbeck, LLC attorneys!
