# COMAR Title 18 — Department of Assessments and Taxation

## Subtitle 04 — Business Organizations

### Chapter 02 — Name Availability

**Authority:** Corporations and Associations Article, §§1-406, 1-508, 2-106, 4A-208, 4A-1004, 5-106, 7-101, 7-203, 9A-1003, 9A-1004, 9A-1103,10-102, and 10-103; Tax-Property Article, §2-201; Annotated Code of Maryland

**Administrative History:** Effective date: January 2, 1982 (8:26 Md. R. 2106)

**Administrative History:** Regulation .01 amended effective February 13, 1984 (11:3 Md. R. 204)

**Administrative History:** Regulation .01D amended effective May 21, 1984 (11:10 Md. R. 864)

**Administrative History:** Regulation .01Q, R adopted effective September 4, 1989 (16:17 Md. R. 1887)

**Administrative History:** Regulation .02 adopted effective September 27, 1982 (9:19 Md. R. 1896)

**Administrative History:** Regulation .02 amended effective September 4, 1989 (16:17 Md. R. 1887)

**Administrative History:** Regulation .03 adopted effective March 24, 1986 (13:6 Md. R. 684)

**Administrative History:** Regulations .01—.03 repealed and new Regulations .01—.12 adopted effective February 3, 1992 (19:2 Md. R. 156)

**Administrative History:** Chapter revised effective March 11, 1996 (23:5 Md. R. 383)

**Administrative History:** Regulation .01B amended effective April 21, 1997 (24:8 Md. R. 617)

**Administrative History:** Regulation .04B-4 adopted effective April 21, 1997 (24:8 Md. R. 617)

**Administrative History:** Regulations .01—.12 repealed and new Regulations .01—.06 adopted effective December 14, 1998 (25:25 Md. R. 1834)

**Administrative History:** Regulation .04B amended effective December 12, 2022 (49:25 Md. R. 1050)

#### Regulation .01 Definitions.

*COMAR 18.04.02.01*

A. In this chapter, the following terms have the meanings indicated.

B. Terms Defined.

  (1) “Distinctive” means a comparison of two written entity names that reveals the presence of a letter or numeral in one that is not in the other, subject to Regulations .03 and .04 of this chapter.

  (2) “Distinguishable upon the Department's records” means that an entity name must be distinctive from the following names on record with the Department:

    (a) Names of other active entities;

    (b) Active trade names;

    (c) Reserved names;

    (d) Registered names; and

    (e) Disclosed assumed names of foreign entities.

  (3) “Entity” includes those business organizations stated in Corporations and Associations Article, §1-501, Annotated Code of Maryland.

  (4) “Tail” means those words, or their abbreviations, that must be included in an entity's name under Corporations and Associations Article, §1-502, Annotated Code of Maryland.

  (5) “Trade name” means a name, title, or designation filed with the Department under Corporations and Associations Article, §1-406, Annotated Code of Maryland.

#### Regulation .02 Entity Names.

*COMAR 18.04.02.02*

An entity name shall be distinguishable upon the Department's records from:

A. The entity name of an entity organized or authorized to transact business in the State;

B. An entity name reserved or registered under Corporations and Associations Article, Title 1, Subtitle 5, Annotated Code of Maryland; and

C. The disclosed assumed name adopted by a foreign entity authorized to transact business in this State.

#### Regulation .03 Distinctive Factors.

*COMAR 18.04.02.03*

A. In addition to the requirements of the other regulations of this chapter, when two entities are not in the same category of business organization, that is, corporation, limited partnership, limited liability company, etc., and the only difference between their names is the tails, the names are distinctive.

B. Example: “JGB Corp.” is distinctive from “JGB LLC” or “JGB Limited Partnership”.

#### Regulation .04 Nondistinctive Factors.

*COMAR 18.04.02.04*

A. In addition to the requirements of other regulations of this chapter, presence or absence of the following factors or words do not make an entity name distinctive from one on record.

B. Factors, Words, Letters, or Punctuation.

  (1) Tails Between Similar Organizations.

    (a) When two entities are in the same category of business organization, that is, corporation, limited partnership, limited liability company, etc., and the only difference between their names is the tails, the names are not distinctive.

    (b) Example: “WYZ Corp.” is not distinctive from “WYZ, Inc.” or “WYZ Limited”.

  (2) Spacing.

    (a) When the only difference between two entity names is the presence or absence of a space, the names are not distinctive.

    (b) Example: “Maryland LLLP” is not distinctive from Mary land LLLP".

  (3) Case Sensitivity.

    (a) When the only difference between two entity names is the presence or absence of lower or uppercase letters, the names are not distinctive.

    (b) Example: “Smith Chartered” is not distinctive from “SMIth Chartered”.

  (4) “And”, “The”, “An”, “Or”, and “Of”.

    (a) When the only difference between two entity names is the presence or absence of the words “And”, “The”, “An”, “Or”, or “Of”, the names are not distinctive.

    (b) Examples: “The ABC, Inc.” is not distinctive from “ABC, Inc.”; “A or B LLLP” is not distinctive from “AB LLLP”.

  (5) Use of “A”.

    (a) When the only difference between two entity names is the presence or absence of the letter “A” where “A” is used as an indefinite article, the names are not distinctive.

    (b) Example: “A Dog’s Life LLC” is not distinctive from “Dog’s Life LLC”.

  (6) Punctuation.

    (a) When the only difference between two entity names is the presence or absence of punctuation, the names are not distinctive.

    (b) Example: “The EFG, LLC” is not distinctive from “The EFG LLC”.

#### Regulation .05 Trade Names.

*COMAR 18.04.02.05*

A. Trade names may include a tail.

B. If a trade name includes a tail, then it is subject to the regulations of this chapter applying to the category of business organization indicated by the tail. (Example: The trade name “ABC, Inc.” is distinctive from “ABC LP”, but not distinctive from “ABC Limited”).

C. If a trade name does not include a tail and the only difference between it and another entity name is a tail, the names are distinctive. (Example: The trade name “ABC” is distinctive from “ABC, Inc.”).

D. If a trade name does not include a tail and is being compared to another trade name without a tail, the regulations of this chapter apply. (Example: The trade name “ABC” is distinctive from the trade name “ABC Supplies”, but not distinctive from “The Abc”).

#### Regulation .06 Foreign Entity Assumed Names.

*COMAR 18.04.02.06*

Assumed names for foreign entities are permitted when that entity's name is not available. When an assumed name is used, it shall include a tail consistent with the foreign entity's category of business organization, and is subject to the regulations of this chapter.