How do I register a business name after an asset purchase?

An asset purchase usually moves the name as one more asset, but the registrations around the name do not move automatically. The buyer needs its own record of the name it will trade under, a clear view of who owns the rights in it, and the licences that were issued to the seller. The first step differs by province, and Alberta’s rules are used here as a worked example.

What a registration does and does not do

Alberta explains that a business name has no legal existence of its own and that registering it grants no right of ownership. It is only proof that a particular business is using the name. A trade name is the form used when a corporation does business under a name other than its legal name, which is the position of a buying corporation that keeps the purchased name. Other provinces run their own registries, such as the corporate registry operated by ISC in Saskatchewan.

Check the name is clear before relying on it

Alberta says business names do not have to be unique, but a name that is the same as or similar to an existing business name, corporation name or trademark can lead to court action, a forced change of name or damages. It recommends a NUANS Business Name Report that lists similar registered names and trademarks, and says the report is not mandatory.

Take the rights in the name by assignment

Ownership of the name as a brand comes through a trademark. The Canadian Intellectual Property Office says rights can be transferred through an assignment and accepts documents for registering the transfer. The trademark transfer answer explains that step.

Licences follow the entity, not the name

The City of Richmond Hill in Ontario says its business licences are non-transferable. A buyer that registers the purchased name still applies for its own municipal licence, so check what the municipality and any trade regulator require at the same time as the name registration.