Prior to filing a corporation or LLC in the State of Delaware, one must check the corporate name one wants for availability. These are a few guidelines that the Delaware Secretary of State Division of Corporations follows that you should be aware of:
1. When checking the name, one must drop the corporate ending since the name can conflict with another entity type if the root is identical. Whether the conflicting name is an LLC, corporation, LP, GP, LLP, Statutory Trust or any other entity on record.
2. If the name that one wants to file is already in existence, one can ask the conflicting company for a “consent to use” name letter signed by an officer or manager of the conflicting entity on its letterhead.
3. If one wants to secure the name for a future filing, one can submit a reservation of name request directly to the State of Delaware, the fee is $75 and is reserved for a period of 120 days. If one decides to file within the 120 days period, one will need to provide a copy of the name reservation receipt that one receives at the time one reserves the name.
4. If the name is not available, adding a letter, number or word should make the modified name available.
5. If the name is available but there is a company previously formed by that name which is now void or dissolved, one might want to reconsider and avoid using the same name.
6. If the word “Bank” or “Trust” is in the name, the Delaware Division of Corporations will require the approval of the Delaware Bank Commissioner by completing a form. This will delay the filing since the Division of Corporations does not control the Bank Commissioner. The Bank Commissioner rarely grants this permission unless the company is approved as a real banking institution.
7. The following are a few of the most common corporate endings for each type of entity:
a. Corporation – Corporation, Inc., Corp., Limited, Ltd., Incorporated, Co., Company
b. LLC – LLC, L.L.C., Limited Liability Company
c. LP – LP, L.P., Limited Partnership
d. Non- Profit Corporation – Fund, Foundation, Club, Institute (the names for Corporations above are also common for a Non-Profit Corporation).
Filings by Delaware formation agents are automatically entered as priority 6 for no additional cost by default. For priority 6 the normal turnaround time for filing a new entity in the State of Delaware is typically 2-3 business days. If you file the name yourself, it could take 10 business days or more depending on the State of Delaware backlog for routine priority 7 filings, which is the slowest filing priority assigned to non-agent filings. To avoid the backlog, one has the choice of filing on expedited basis (priority 4 (24 hour), priority 3 (same-day), priority 2 (2-hour), and priority 1 (1-hour)) and pay the additional expedite fees from $100 to 1500.
Additionally, even agent filings in December tend to take about 2-3 weeks to receive approval from the State of Delaware and therefore in December expedite fees should be considered to reduce the turnaround time to one day. This is because of the flood of formations before the year-end.
When Agents and Corporations, Inc. files an entity, we will search the name availability at no additional cost. We also file under Priority 6 by default, which is usually a 2-3 day turnaround.
If you file the document directly with Delaware, it will be assigned to Priority 7 filing status, which is usually a 2-3 week turnaround. Let Agents and Corporations, Inc. (Incnow.com) handle your filing for you and you will save time and money.
*Let us check your name for free: https://www.incnow.com/customer_feedback.asp?type=namecheck&state=1&name=
**(Please note that because a name is available in one state, does not necessarily mean it is available in other states. Trademark laws govern use of the name in Commerce. If you need to change your name after formation, we can also assist with a name change amendment.)
Written in collaboration with Jeanette@incnow.com