Company Law Update--Trade Names Should be Re-registered in Delaware before August 1, 2025
Delaware House Bill No 40, enacted February 2, 2025, requires corporations, LLCs, and others who are doing business under trade names previously registered as a d/b/a in one or more Delaware counties, to re-register them between June 2 and August 1, 2025 with a new state-wide Delaware Trade Name Registry in order to prevent a third party from making its own registration that may pre-empt the previous registrant’s trade name filing.
Before now, a business having a name other than their legal entity name in use in Delaware were required to register that trade name in each Delaware county where it conducted business. An entity not doing business in Delaware also could make a Delaware county registration if it wished.
Now, those county registrations will expire, and they will be replaced by a single state-wide registration on a first-come, first-served basis. If a renewal is not filed with the Delaware Trade Name Registry before August 1, 2025, another entity may claim priority by registering the same trade name.
Action Required
To avoid possibly losing your trade name priority, you should determine whether you have any existing Delaware county d/b/a registration of your trade name.
If so, you should arrange to re-register it with the Delaware Trade Name Registry before August 1, 2025.
For assistance, or further information, please contact Simon Gerson or your CLL attorney.
Counsel
Email | 212.790.9206
Simon has more than 30 years of experience counseling and attending to the varied commercial and corporate needs of established privately-held businesses and their principals.
He also attends to the special entrepreneurial needs of start-up companies and their founders, including the selection, organization, and governance of business entities, mergers and acquisitions and financings.