Name Availability Guide

An Aid to Creating a Name for a Wisconsin Corporation, Limited Liability Company, Limited Partnership or Limited Liability Partnership

Two different name availability standards apply to filings with this department. One requires a name to be "distinguishable upon the records of the Department of Financial Institutions." This applies to filings made under chapters 178, 180, 181, and 183 (domestic and foreign corporations, limited liability companies and limited liability partnerships.) The other, which prohibits a name from being the "same as or deceptively similar" to another name, applies to domestic and foreign limited partnerships (Ch. 179). A charter document or application must specify the statutory authority under which the entity is being created or the name reservation is sought (e.g., Ch. 179, Ch. 183, etc.)

General Guidelines

Avoid prohibited or restricted word.

The word "insurance" is prohibited in a corporate name filed with the department unless the name makes clear that the corporation is not an insurance company. Corporate names that use words to describe or convey the impression that the corporation is engaged in the practice of architecture, professional engineering or designing must comply with the requirements of Ch. 443, Wis. Stats. (Contact Dept of Regulation & Licensing, (608) 266-5511) for details.) The word "cooperative" may be used only in the name of a cooperative association formed under Ch. 185, Wis. Stats., and may not be used by other business or nonprofit corporations.

NOTE: Entrepreneurs have several ways to designate use of a business name in Wisconsin. Incorporation or formation of a corporation, limited liability company, limited partnership or limited liability partnership requires filing with this department. Other methods, such as use of a tradename or sole proprietorship, involve optional registration or no filing at all. Accordingly, this department does not have record of all business names in use in Wisconsin. Moreover, filing for incorporation or other registration with this department does not provide absolute protection of a name against claims by persons who can establish prior rights to use of an identical or similar name. In choosing a name for your entity, we strongly suggest that you apply to the department for a name reservation and that you also review trade publications, telephone books, business directories and other resources that may show business names used by enterprises similar to your own.

Avoid words that are considered indistinguishable.

• Possessives and plurals
• Insignificant words (The, And, Of)
• Numbers and Letters (1/One)
• Generic words (corporation, incorporated, company, limited, cooperative, limited partnership, or
• abbreviations of those words, or abbreviations of "Wisconsin."

Reserve a Name

If time allows, apply to reserve a name prior to submitting the articles of incorporation/organization or name change amendment. Submit Form 1 (PDF: 29 KB / 2 pages) or Form 1 (PDF: 10 KB / 2 pages) or letter application. Refer to application for appropriate fee.

Submit an Alternative Name

In a letter accompanying the document you submit for filing, provide a second choice name and authorize application of this alternative if your first choice name is not available. If your document has been rejected due to a name conflict, select a name that is dissimilar from the one that first caused your document and name choice to be rejected.

Name Availability Standard Under Chs. 178, 180, 181, or 183

An entity’s name must be "distinguishable upon the records of the Department of Financial Institutions" from the name of any other corporation, cooperative, limited liability company, limited partnership, or limited liability partnership on such records. It must be written in English letters or Arabic or Roman numerals. The Department may not restrict or prohibit the use of an entity’s name for any reason not related to these standards.

Examples

• Distinguishable on the Records (Acceptable)
  • Transfer Technology Corp. - - - Technology Transfer Inc.
  • Small Business Services, Inc. - - - Small Business Systems, Inc.
  • Roberts Construction, LLC - - - Roberts Construction Assoc., LLC
  • Smith Carriers, Inc. - - - New Smith Carriers, Inc.
• Indistinguishable on the Records (Not Acceptable)
  • A.A.A. Cleaners Company - - - AAA Cleaners Inc.
  • Amer Inc. - - - Amer Co., Inc.
  • ABC, Limited Liability Company - - - ABC, Corporation
  • Business Machines Limited - - - Business Machines LLC

The name of a corporation (except a service corporation under Ch. 180, Subchapter XIX) must contain the word "corporation", "incorporated", "limited", or "company" or the abbreviation "corp.", "inc.", "co." or "ltd.", or comparable words or abbreviations of like meaning in another language. The corporate name of a service corporation must end with the words "service corporation", "limited" or "chartered" or the abbreviation "ltd." or "S.C.". The name of a limited liability company must contain the words "limited liability company" or "limited liability co." or end with the abbreviation "L.L.C." or "LLC". The name of a limited liability partnership, or any fictitious name it may adopt, must contain the words "Registered Limited Liability Partnership" or "Limited Liability Partnership" or end with the abbreviation "L.L.P." or "LLP". The term "cooperative," or an abbreviation thereof, may be used only by a cooperative association organized under Ch. 185 and may not be used by entities not so organized.

Name Availability Under Ch. 179

The name of a limited partnership may not be "the same as or deceptively similar" to that of any other domestic or licensed foreign corporation, limited liability company, limited partnership, or limited liability partnership on file with the department. Because the similarity of name is not limited to the records of the department, consideration must be given to whether a limited partnership name may look or sound like that of another entity. In addition, the location of the proposed limited partnership and the type of activity in which it will engage may be a factor in determining the likelihood of deception or confusion under this name standard.

Examples

• Not Deceptively Similar (Acceptable)
  • Halifax Wholesale Limited Partnership - - - Halifax Outlet Limited Partnership
  • Ford Dealers Association, Limited Partnership - - - Wisconsin Dealers Association, Ltd.
  • Walworth Parks Committee Limited Partnership - - - Park Users of Walworth, LLC
• Deceptively Similar (Not Acceptable)
  • St. Croix County Development Limited Partnership - - - St. Croix Development Limited Partnership
  • Selkirk, Huxtable and Simmons Limited Partnership - - - Selkirk, Huxtable, Simmons & Assoc. Limited Partnership
  • Contractor’s Funding Limited Partnership - - - Contracting Fund Limited Partnership

Name Registration Options for General Partnerships or Sole Proprieters

File a registration of tradename with the Secretary of State. Contact the Secretary of State at P O Box 7848, Madison WI 53707-7846, or by phone at 608-266-5653, for the prescribed application form.

File a statement on use of business name with the county Register of Deeds. See 134.17 of the Wisconsin Statutes for further information, and contact your county Register of Deeds for recording requirements.

Although these optional registrations create a public record of your use of a business name, the registrations, in themselves, do not establish or reserve exclusive rights to use of a name.