The name of the legal entity includes its name, an indication of a specific legal form. It allows you to select a legal entity from the total mass of existing business structures. From the foregoing, the main function follows - the allocation (individualization) of a legal entity among the other participants in the existing civil circulation.
Under the company name they acquire, exercise both property and non-property rights, assigned duties, and also act as a plaintiff (defendant) in court and, of course, are engaged in certain activities.
Company name of the legal entity: registration
It is established by the founders of the company during the approval of constituent documents. Under the chosen name, the legal entity is included in the corresponding state register. For its use, additional registration or official permissions are not required, since it already undergoes this procedure with all available documents already during the registration of the company itself.
Definition of the concept under consideration
The company name of the legal entity is means of individualization legal entities (commercial), which is the name of the company. It is available at any commercial legal entity. This is precisely the distinguishing feature of the latter. For example, a trademark may belong only to persons who have registered it in a certain order. As for the commercial designation, it requires at least the presence of a property. The name of the place of origin can be found quite rarely.
It is worth noting that non-profit organizations, individual entrepreneurs do not have the right to it. The name of such organizations can be said to be preserved by law, but the courts most often refuse to protect the right to it.
It should be said that the company name of the legal entity consists of three parts, two of which are mandatory, and the third is optional.
Parts of the legal name
The specifics of their application is defined both in our Civil Code and in a number of other laws. These include:
1. Company body - a mandatory component that indicates the legal form of the legal entity. There is both the full name of the legal entity, and abbreviated.
In the first case, this includes:
- limited liability company;
- faith partnership;
- state unitary enterprise;
- Joint-Stock Company;
- production cooperative;
- full partnership;
- economic partnership.
In addition to the full version of the organization’s body, the abbreviated name of the legal entity is also used. It can be: MUP, LLC, GUP, AO. The corps must always correspond to the real legal form of the legal entity.
2. The addendum includes 1 obligatory element - the name of the company, for example, Beeline. There is also an optional element indicating the scope of the legal entity, for example, "insurance company". It is not necessary to use it, in some cases it is even prohibited. In particular, a legal entity that does not have a general license from the Central Bank of Russia is not entitled to use the word “bank” (and its derivatives) in its company name, as otherwise it may mislead consumers.
Brand Name: exclusive right to it
It arises from the moment of state registration of a legal entity (commercial). This applies only to Russian organizations. The rights of foreign firms arise on the basis of foreign legislation, the norms of which are quite diverse.So, there are countries in which the right to the company name of a legal entity appears by virtue of the beginning of the use of means of individualization, and not registration.
Despite this, simply registering a legal entity is not enough for education exclusive right regarding the name in question. It depends on two additional circumstances: the name cannot contradict the law, the name of the legal entity must have a minimum distinctive ability.
Our legislation prohibits the use of the following in the name:
- official names of existing states, including derivatives of them (for example, OJSC France);
- names of municipal and state authorities (for example, the General Prosecutor’s Office);
- names of all public associations;
- names of international, intergovernmental organizations;
- indications of certain types of activities in the absence of a special permit (for example, exchange, bank, etc.)
- contrary to morality, morality designations.
How to protect brand name?
According to conventional wisdom, based on a restrictive explanation of Art. 1474 of the Civil Code, it is prohibited only the use by other legal entities that were established later of another's company name in their own. Nowhere is it forbidden to use this means of individualization in another way. But in reality, this right is much wider in scope. Its violation is recognized by the use of the designation by another entity that carries out similar activities.
As a rule, the following methods of protection of the name in question are used:
- the prohibition of the use of a designation similar (identical) to a company one;
- Compensation for losses caused by its illegal use (they resort to this method of protection quite rarely, since it is difficult to prove the actual amount of losses in court);
- the requirement that the name of the legal entity encroaching on the exclusive right change;
- recognition of the invalidity of the legal protection of a particular trademark.
Typical forms of violation of the law in question
There are at least four of them:
- registration of a legal entity with an identical (very similar) name, implementation of similar activities (entrepreneurial) with it;
- use of the name in advertising, domain name, documents that come from the entrepreneur;
- registration, use of an identical (very similar) brand name of a trademark;
- use of a similar commercial designation.
Distinctive features of a brand name from a trademark
Both that, and another - means of individualization, which are often used in the same way: on packages, signs, in advertising, documentation, on sites. The copyright holder has the right to prohibit their use in the same ways.
In practice, quite often the same word can be protected both as a trademark and as a company name. But the distinctive features are also significant. For convenience, all information should be presented in a table.
| Comparison criterion | Trademark | Brand Name |
| Moment of occurrence | special registration | registration of legal entities |
| The ability to dispose of the right | wide opportunities | missing |
| Object of individualization | goods, services, work | commercial legal entities |
| Territory of action | Russia | all states party to the Paris Convention |
| Allowed Items | verbal, voluminous, visual, sound | exclusively verbal |
| Registration cost | 30,4 thousand rubles - minimum patent fee | identical to the cost of registering a legal entity |
| Compensation in case of violation of law | 10 thousand rubles - 5 million rubles. or 2 times the cost of a license or counterfeit | missing |
Change of the name of a legal entity
We can say that this is a set of procedures for adjusting the information contained in the constituent documentation, internal legal documents of the company, followed by notification of government agencies, your bank, your customers, partners.
In this regard, a change in the name of a legal entity is not carried out often, and justified goals must be formulated for this procedure. As a rule, this is a radical change in the core business, for example, the trade name is inappropriate in the construction industry. Another common goal is to reach a wider (international) level of trade, which will require a name in another language (foreign).
The list of conditions stipulated by law that must be observed when choosing the name of a commercial institution
The approval of the name of the legal entity will be required if it contains the name of the city, state (ours, foreign), derivatives of them. For example, “Russian Club of Vegetarians”: here, to use the word “Russian”, it is imperative to contact the Government and obtain permission.
As a rule, such names are available at state enterprises (unitary), in order to indicate their belonging to the state (a certain city).
The name of the legal entity must also comply with the existing principles of humanity, morality, not contradicting the interests of civil society.
In the process of choosing a name, you should definitely consider those options that have already been registered. A duplicate name is not a reason for refusing state registration, however, it is worth remembering that the holder of a similar name, registered earlier, has the right to present claims of both property and non-property nature in relation to the legal entity that has borrowed the name.
What is the location of a legal entity?
Most of all is key in resolving issues of procedural, substantive law. The location of the legal entity determines which court has the right to resolve the dispute (the rule regarding the jurisdiction of civil cases: all disputes are resolved precisely at the location of the respondent legal entity), which legislation should be applied to the dispute complicated by the participation of a foreign element, which should be regarded as the place of conclusion of the contract fulfillment of obligations.
If earlier the legal entity’s location was considered to be where its permanent body (directorate, board, etc.) was located, now it is the place where it was registered.
Conclusion
This article talks about the fact that the corporate name of a legal entity is an individualization tool, which is the name of a commercial company. It consists of three parts: two required and one optional. This name appears at the time of its state registration. A clear justification is required to change it. To use city or country names in it, permission is required.
