What are the differences between a trade name, company name, and business name? Start-up founders often confuse the purposes and differences of trade names, company names, business names, and registered trademarks. This article provides a comprehensive overview of the key points for registering and managing business names in Hong Kong, covering registration regulations, distinctions from full company names and trade names, application and change procedures (IRC3110A tutorial), common case studies, and how to ensure compliance and avoid infringement.
Business Name Regulations
According to the Inland Revenue Department’s ‘Business’ Required to be Registered and Application for Business Registration Information, the regulations for registering a business name are as follows:
Chinese / English Business Name
- Register a Chinese name only
- Register an English name only
- Register both a Chinese and an English name
- Mixing Chinese and English characters is not permitted
- Chinese names, including symbols and spaces, must not exceed 30 characters
- English names, including symbols and spaces, must not exceed 120 letters
Further Reading: Company Incorporation Process
Prohibited Business Names
- Names must not suggest a connection with the government or public bodies, such as the Consumer Council or Fire Services Department.
- Specific professional terms, such as ‘Bank’ or ‘Hospital’, cannot be used without prior approval from professional bodies.
- If the entity is not a limited company, it must not use names suggesting it is incorporated with limited liability; for example, ‘ABC Company’ cannot use ‘ABC Company Limited’ as its business name.
- Even for limited companies, ‘Limited’ or ‘Limited Company’ cannot be used as a business name for a different entity; for example, ‘ABC Limited’ cannot use ‘DEF Limited’ as its business name.
Further Reading: Company Name Search
Other Regulations
- In the case of a limited partnership fund, the company must use the name of that fund.
- Each company can register more than one business name, but each additional business name requires an application for a Business Registration Branch.
- If a company operates more than one business, each business must be registered on the same Business Registration Certificate (BR) simultaneously.
What are the differences between a trade name, company name, and business name?
Business names and company names can be distinguished by the Companies Registry, business registration, and the purpose of the name:
Limited Company Name
- The Business Registration Certificate displays the company name as the name used by the business/corporation (Corporate Name).
- Must be applied for through the Companies Registry and possesses legal personality.
- The company name is subject to approval by the Companies Registry (CR).
- The Chinese company name must end with ‘有限公司’, and the English company name must end with ‘Limited’.
- The company name is unique and cannot be duplicated.
- The company name is used for government departments (e.g., Inland Revenue Department) and legal documents (e.g., property sale and purchase agreements, contracts, and leases).
- Limited company bank accounts are opened using the company name.
Business Name
- The Business Registration Certificate displays the business name as the business/branch name.
- Only needs to be registered with the Business Registration Office, does not have legal personality, and cannot end with ‘Limited’ or ‘有限公司’.
- Business names can be used by multiple entities, and one limited company can use more than one business/branch name.
- Used only for commercial activities; it is the name used for trading or in non-governmental and non-legal documents.
- Business names are commonly used for storefront signage, websites, business cards, product marketing, promotions, and social media.
Trade Name
In Hong Kong, ‘trade name’ (also known as a partnership trade name) and ‘business name’ mean the same thing. ‘Trade name’ is a more formal term, while ‘business name’ is more commonly used in Hong Kong because the Business Registration Office form for changing these names is titled ‘Notification of Change of Business Name’.
Tutorial for Notification of Change of Business Name (Form IRC3110A)
Companies can register a business name by completing Form IRC3110A. Here is an 8-step guide:
- Enter the Business Registration Number.
- Enter the effective date of the registered business name.
- Tick the ‘Business Name’ box.
- Fill in the Chinese and English business names; if there is no Chinese or English business name, enter ‘N/A’.
- Fill in the name, ID/Passport number, and date for the signatory of Form IRC3110A.
- Tick the position of the signatory.
- Sign the form.
- Submit the Notification of Change of Business Name to the Business Registration Office.
Examples of Business Names vs. Company Names
Take the well-known Cathay Pacific as an example: its Chinese business name is ‘國泰航空’ and its English business name is ‘Cathay Pacific’, but its full legal company name is ‘Cathay Pacific Airways Limited’ (國泰航空有限公司).
Similarly, common chain store names like Café de Coral, Fairwood, Chow Sang Sang, or Chow Tai Fook are business names. They are usually related to their full company names listed on the Hong Kong Stock Exchange, but they are not identical.
Is a limited company name the same as a registered trademark?
No. Although a limited company name is unique and cannot be duplicated in registration, this uniqueness is limited to company registration and does not mean the company name is a registered trademark. A trademark must possess distinctiveness and is used for a company’s services or products, rather than for identifying the business entity itself.
Therefore, if a company wants its unique logo to be legally protected, it must apply for trademark registration for the relevant products or services under the Trade Marks Ordinance.
General Accounting provides trademark registration assistance. The fee for one category is HK$5,300, which includes: search fees, preliminary assessment advice (issued by the Intellectual Property Department), and registration fees. The process takes approximately 6 months.
More Details: Trademark Registration Services
How to determine if a business name is available for use?
To comply with the Inland Revenue Department’s business name regulations and avoid infringement, business owners can check the availability of a business name through the following methods:
Internet Search
For example, search for the proposed Chinese and English names on Google to see if there are similar or identical business names.
AI Check
Use AI to check if the business name belongs to an international brand.
Business Registration Number Enquiry
You can use the Business Registration Number Enquiry function on GovHK. Enter the full Chinese or English name of the business to see the results.
Trademark Search
Use the Intellectual Property Department’s Trademark Search function to check if the business name has already been registered as a trademark in Hong Kong.
Social Media Check
Check social media platforms like Facebook, Instagram, and LinkedIn for existing company pages.
Use Common Sense
Use common sense to judge whether the business name might easily suggest or mislead people into thinking the business is connected to the government or public bodies.
Frequently Asked Questions
What is the difference between a 'Company Name' and a 'Business Name'?
A company name represents a legal entity and must be applied for through the Companies Registry. It must end with 'Limited' or '有限公司' and is primarily used for signing legal documents and opening bank accounts. A business name is the 'brand name' used for marketing; it only needs to be registered with the Inland Revenue Department, cannot end with 'Limited', and is typically used on signage, websites, or products.
Can a company register more than one business name?
- Yes. A limited company can register multiple business names. For example, if you open different branches or operate different types of businesses, you can register a name for each. However, each additional business name requires an application for a Business Registration Branch with the Business Registration Office.
Does registering a company name mean I have registered a trademark?
No. A company name only ensures that no other company has the same name, but it does not grant exclusive rights to that name. To protect your brand from infringement, you must separately apply for a registered trademark with the Intellectual Property Department to receive legal protection.
How can I ensure the business name I want to use does not infringe on others?
It is recommended to do thorough research. You can use 'GovHK' to search for business registration numbers to see if anyone else is using the name. Additionally, be sure to perform a 'Trademark Search' on the Intellectual Property Department's website to ensure the name does not infringe on someone else's registered trademark, avoiding future legal disputes.
What should I do if I want to change my company's business name?
Conclusion
When choosing and registering a business name, Hong Kong enterprises must comply with the Business Registration Office’s character count and language requirements and avoid using misleading or unauthorized professional terms. It is also essential to understand the differences between company names and business names regarding application procedures, legal status, and scope of use. By correctly completing Form IRC3110A ‘Notification of Change of Business Name’, companies can flexibly add or update branch/trade names. Conducting prior internet searches, business registration number enquiries, and trademark searches can effectively reduce the risk of name infringement, ensuring the brand is both legally compliant and uniquely identifiable in the market.
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