What's in a (business) name?

Imagine this: You finally decided to take the plunge and open up your own business. It's something you've been dreaming about for a while. You're excited about being your own boss and anxious as hell about making this work. But you think to yourself baby steps, first just come up with a name. That seems easy enough.

Before starting down the path though, there are a few things you should know. There are actually rules about naming a business entity. In Louisiana, the name of an LLC must contain the words “limited liability company” or the abbreviation “L.L.C.” or “L.C.”. A Louisiana corporation must contain either the word “corporation”, “incorporated”, “company”, or “limited”, or the abbreviation “corp.”, “inc.”, “co.”, or “ltd.”. The name also can't contain the phrase “doing business as” or “d/b/a”.

The name can't contain any word or phrase that indicates that it is organized for any purpose not lawful for a business entity. For example, there is no Drug Money Laundering, LLC, and I don't think that would pass muster (even if it is being used ironically).

Finally, the naming rule where I see the most issues is the distinguishability of the name. The name must be distinguishable from any trade name registered with the Secretary of State, and it must also be distinguishable from the name of any corporation, partnership, or other LLC organized in Louisiana or registered to do business in Louisiana. The Louisiana Secretary of State checks names by various spellings (Cajun vs. Kajun) and also checks names phonetically (excellent vs. x e lent). The Louisiana Secretary of State makes it easy though to see what names have already been used. Simply click on this link to search for a name that you are thinking about and see if there are any similar names.

You can call the Louisiana Secretary of State and get a preliminary review of the name. I've used this feature before when I was forming a business with a name that was very similar to a lot of other names. I was told preliminarily that the name was good, but it was rejected when we formally submitted it. Luckily, Louisiana refunds the fees paid for name rejections, but not all states do. I'm looking at you Pennsylvania with your nonrefundable fees for rejected filings.

But the best thing to do is to just go ahead and reserve the name for 120 days. It only costs $25 and is a very simple process in Louisiana. Watch this video and reserve your business name now!

What's also nice is that, if you decide to go ahead and form the business under the name reserved, the $25 name reservation fee is applied to your filing fee for your entity. Louisiana is the only state I've encountered so far that requires you to get an EIN before you file your business formation documents. So, this is pretty much the Louisiana Secretary of State's way of saying “Here is what I want you to do: file the name reservation first, go get your EIN, and then come back and file your formation documents.”

Ok, you've got your name reserved, is there anything else you should think about? Well, you should be aware of the IRS's naming conventions. The IRS doesn't accept special characters except for hyphens (-) and ampersands (&). This won't affect the legal name of your LLC for state law purposes but is merely the IRS “normalizing” their records for their database. For example, Addie Prewitt Law, LLC becomes Addie Prewitt Law LLC (no comma) in the IRS's database. Since the IRS doesn't allow most special characters, you will need to make the following replacements in your business's name:

“.” with “dot”

“.com” with “dot com”

replace “+” with “plus”

replace “@” with “at”

replace a “/” with “-”

remove $ and related symbols

remove the apostrophe (‘)

So, for the IRS database, “FormLouisianaLLC.com, LLC” becomes “FormLouisianaLLC dot com LLC” and “@aplnola, LLC” becomes “at aplnola LLC”. Again, this isn't to suggest that you shouldn't use a name with special characters but is something you should be aware of.

Finally, good luck to all you new business owners out there, you got this! And remember, the name of a thing does not matter as much as the quality of the thing.