Trade Name Protection
The Division of Corporations files nonprofit and business corporations, limited partnerships, limited liability companies, limited liability partnerships and marks. There is no provision under Maine law for filing trade names of sole proprietorships or general partnerships at the state level. If you are operating your business as a sole proprietor, under a trade name, or as a general partnership you are required by Maine law to file with the municipal clerk where your business is located (See text of Title 31 M.R.S.A. 1 & 2 below).
Names of corporations, limited liability companies, limited partnerships, limited liability partnerships and the text of marks are checked for availability against all active names on file with the Division of Corporations prior to filing. The Division uses the name availability standard of "distinguishable upon the record" to determine if a name is available for use. Entity names that do not meet this standard are refused for filing. The Division does not check trade names filed with a municipality for name availability.
If you wish to protect the trade name of your sole proprietorship or general partnership, and/or the logo associated with it, you may file a trade or service mark with the Division of Corporations. To register a mark, it must be currently in use as part of your business activity at the time of filing.
If you have already incorporated or have formed a limited partnership, limited liability partnership or limited liability company, but wish to utilize a different name in the conduct of your business or activities, you may either file a change of name to make it permanent or adopt an assumed name (or d/b/a) by filing an assumed name form with the Division of Corporations. Forms for these filings can be found at www.maine.gov/sos/cec/corp.
1. Filing of certificate; certificate of withdrawal - Title 31 Chapter 1 Section 1
Whenever 2 or more persons become associated as partners or otherwise for the purpose of engaging in any mercantile enterprise, they shall, before commencing business, deposit in the office of the clerk of the city or town in which the same is to be carried on a certificate signed and sworn to by them, setting forth their names and places of residence, the nature of the business in which they intend to engage and giving the name under which they are to transact business. Whenever any member of such partnership or association withdraws therefrom, he may certify under oath to the fact of such withdrawal, which certificate shall be deposited in the clerk's office where the partnership certificate is recorded. He shall conclusively be presumed to be a member of the firm or association to the time of his depositing such certificate.
2. Business under assumed name; filing of certificate - Title 31 Chapter 1 Section 2
Whenever any person intends to engage in such business as sole proprietor thereof, and to adopt any business name, style or designation other than his own name exclusively, he shall, before commencing business, deposit in the office of the clerk of the city or town in which such business is to be carried on a certificate signed and sworn to by him, setting forth his name and place of residence, the name, style or designation under which the business is to be conducted, and stating that he is the sole proprietor.
6. Prohibition of certain names - Title 31 Chapter 1 Section 6
No person or persons, partnership or other entity engaged in any business, except a corporation, may adopt a name for such business that contains the words "corporation," "incorporated" or "limited," or any abbreviation of any such words. A limited partnership may use the term "limited partnership" as part of its name, a limited liability company may use the term "limited liability company" as part of its name and a limited liability partnership may use the term "limited liability partnership" as part of its name.