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Business Formation Guide
naming rulesUpdated 2026-03-30

Delaware LLC Name Rules

Restricted and Prohibited Words

Delaware law prohibits certain words in LLC names to protect regulated industries and prevent consumer confusion. Under 6 Del. C. § 18-102, you cannot use "Bank," "University," or "Insurance" in your LLC name without special authorization from the Division of Corporations.

"Bank" is restricted because banking is a heavily regulated industry. You may only use this word if you are a bank reporting to the Delaware State Bank Commissioner, a subsidiary of a federally insured bank, or a holding company regulated under federal banking law. The Division interprets "bank" broadly—variations like "Banking," "Banker," or "Bancorp" trigger the same restriction.

"University" and similar academic designators are reserved for accredited educational institutions. The state protects these terms to prevent fraudulent credential mills or fake schools from operating under Delaware LLC status.

"Insurance" is restricted to entities licensed by the Delaware Department of Insurance. Even if you provide insurance-adjacent services (like risk management consulting), you cannot use this word without a license.

If your desired name contains a restricted word and you don't qualify, the Division will reject your Certificate of Formation. There is no waiver process for these three words—you must choose an alternative name.

Distinguishability Standard

Your LLC name must be distinguishable on the records of the Delaware Division of Corporations from all other active business entities in the state. This is a strict legal requirement under 6 Del. C. § 18-102, not a trademark search. The Division maintains a master database of all Delaware corporations, LLCs, limited partnerships, registered series, and statutory trusts. Your name must not be identical or confusingly similar to any existing entity in that database.

"Distinguishable" means the names must differ in a meaningful way when read side-by-side in the Division's records. Minor variations like punctuation, spacing, or word order may not be enough. For example, "TechVentures LLC" and "Tech Ventures LLC" might be considered indistinguishable because they sound identical and convey the same meaning.

The Division does not conduct a federal trademark search or check state trademark registrations. You are responsible for conducting your own trademark clearance search through the U.S. Patent and Trademark Office (USPTO) and your state trademark office. A name that passes Delaware's distinguishability test may still infringe a federally registered trademark, exposing you to infringement liability.

The distinguishability check is performed at the time you file your Certificate of Formation or reserve your name. If another entity files a similar name between your reservation and your formation filing, your Certificate may be rejected.

Name Search and Verification

Before filing, you should search the Delaware Division of Corporations' database to verify that your desired name is available. The Division provides a free, real-time online name search tool at:

https://icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx

This search covers all Delaware entities: domestic and foreign corporations, LLCs, limited partnerships, registered series, and statutory trusts. Enter your proposed name exactly as you plan to file it (including the LLC designator). The search returns all similar names on file, allowing you to assess whether your name is distinguishable.

The search tool is updated continuously as filings are processed. A name that shows as "available" today may be reserved or filed by another party within hours. The search provides no legal guarantee—it is informational only. The Division makes the final distinguishability determination when you submit your Certificate of Formation.

You can perform unlimited searches at no cost. There is no charge for using the name search tool, and you do not need to create an account or provide contact information.

Name Reservation Process and Duration

If you want to lock in a specific name before you are ready to file your Certificate of Formation, you can reserve it with the Delaware Division of Corporations. A name reservation gives you the exclusive right to use that name for a set period while you prepare your operating agreement, secure funding, or complete other startup tasks.

To reserve a name, file a Name Reservation Application online through the Division's eCorp portal at:

https://icis.corp.delaware.gov/Ecorp/NameReserv/NameReservation.aspx

The reservation fee is $75.00 and must be paid at the time of filing. The name is reserved for 120 days (approximately 4 months) from the date the Division approves your application. This period is non-negotiable—you cannot request an extension beyond 120 days in a single reservation.

If you need the name reserved for longer than 120 days, you can renew the reservation before it expires. Each renewal costs another $75.00 and extends the reservation for an additional 120 days. You can renew multiple times, allowing you to hold a name indefinitely as long as you pay the renewal fee every four months.

The reservation is personal to you (or your entity). You can transfer the reservation to another person or entity by filing a notice of transfer with the Division. The transferee must file the transfer before the 120-day period expires. You can also cancel a reservation at any time by filing a notice of cancellation—the Division will not refund the $75.00 fee.

A name reservation does not guarantee that your Certificate of Formation will be accepted. If another entity files a Certificate with a confusingly similar name during your reservation period, the Division may reject your filing or require you to choose a different name.

DBA (Doing Business As) Requirements

Delaware law requires that you file a DBA (Doing Business As) certificate if you operate your LLC under any name other than the legal name shown in your Certificate of Formation. A DBA is a trade name or assumed name—it is how customers know you, but it is not your official LLC name.

For example, if your LLC is legally named "Digital Solutions LLC" but you advertise and conduct business as "TechFix," you must file a DBA for "TechFix."

DBAs are filed with the County Prothonotary in each county where you conduct business, not with the Delaware Division of Corporations. If you operate in New Castle County, you file with the New Castle County Prothonotary. If you expand to Kent County, you must file a separate DBA in Kent County. There is no statewide DBA filing—each county maintains its own DBA registry.

The filing process and fees vary by county. Typically, a DBA costs $25–$50 per county and must be renewed every 5–10 years (depending on county rules). You should contact your county Prothonotary's office for specific forms, fees, and deadlines.

Failure to file a DBA does not invalidate your LLC or expose you to personal liability. However, you may lose the legal right to use the DBA name in that county, and you cannot enforce contracts signed under the DBA name if you have not registered it. Some counties may also impose fines for operating without a registered DBA.

Name Availability and Conflicts with Existing Entities

The Delaware Division of Corporations maintains a comprehensive database of all active and inactive business entities. When you search for a name or file your Certificate of Formation, the Division checks your proposed name against:

  • All active domestic and foreign corporations
  • All active domestic and foreign limited liability companies
  • All active domestic and foreign limited partnerships
  • All registered series of LLCs and limited partnerships
  • All statutory trusts
  • All reserved names (names held by other applicants under active reservations)

If your name is identical or confusingly similar to any entity in this database, the Division will reject your Certificate of Formation. You will receive a rejection notice explaining why your name is not distinguishable. You must then choose a different name and resubmit your Certificate.

The Division does not check against:

  • Federal or state trademark registrations (you must do this yourself through the USPTO)
  • Trade names or DBAs registered in other states
  • Common law business names or unregistered trademarks
  • Domain names or social media handles

You are solely responsible for conducting a comprehensive trademark search before filing. The Delaware Division's distinguishability check is limited to its own entity database. If you file an LLC name that infringes a federally registered trademark, the trademark owner can sue you for infringement, and you may be forced to change your business name and rebrand.

Consent to Use a Confusingly Similar Name

If your desired name is confusingly similar to an existing Delaware entity, you can still use it with written consent from the owner of the existing entity. The consent must be executed (signed), acknowledged (notarized), and filed with the Secretary of State along with your Certificate of Formation.

To obtain consent, you must contact the owner of the existing entity and negotiate an agreement allowing you to use the similar name. This is a private negotiation—the Division does not mediate or facilitate consent agreements. The owner has no obligation to grant consent and may demand payment or other consideration in exchange.

Once you have a signed consent agreement, you attach it to your Certificate of Formation and file both documents together with the Division. The Division will accept your Certificate if the consent is properly executed and notarized. The consent becomes part of the public record.

Consent is rarely granted in practice because most business owners are unwilling to allow competitors or confusingly similar entities to use their name. This option is most useful when you are acquiring an existing business or merging with another entity and want to preserve both names temporarily.

Special Naming Rules for Registered Series

If you plan to establish a registered series within your LLC (a separate legal entity with its own assets, liabilities, and members), the registered series must have its own distinguishable name. The registered series name must include the LLC designator ("LLC," "L.L.C.," or "Limited Liability Company") and must be distinguishable from all other Delaware entities and registered series.

A common naming convention is to use the parent LLC name as a prefix and add a series identifier. For example, if your parent LLC is "Investments LLC," you might name a registered series "Investments LLC – Series A" or "Investments LLC – Real Estate Fund." The series name must still be distinguishable on the Division's records.

Registered series are filed on a separate Certificate of Registered Series Formation, not on the parent LLC's Certificate of Formation. Each registered series requires its own filing fee ($75.00 as of 2026) and must have its own registered agent and registered office in Delaware.

Trademark Considerations and Federal Registration

While the Delaware Division of Corporations only checks against its own entity database, you should conduct a comprehensive federal trademark search before finalizing your LLC name. A federal trademark search protects you from infringement liability and ensures you can use your name nationwide without legal challenges.

Search the U.S. Patent and Trademark Office (USPTO) database at:

https://www.uspto.gov/trademarks

The search is free and covers all federally registered trademarks and pending applications. If you find a federally registered trademark that is identical or confusingly similar to your proposed LLC name, you should not use that name—the trademark owner can sue you for infringement, seek an injunction to stop your use, and recover damages.

You should also search your state's trademark office (if you plan to register your name as a state trademark) and conduct a common law trademark search using Google, industry databases, and the Secretary of State's business name registries in states where you plan to operate.

Once you have confirmed that your name is available and does not infringe any trademark, you may want to file a federal trademark application with the USPTO to protect your brand name nationwide. Federal trademark registration is optional but highly recommended for LLCs that plan to grow or operate in multiple states.

Filing Your Certificate of Formation with Your Chosen Name

Once you have verified that your name is available and distinguishable, you are ready to file your Certificate of Formation with the Delaware Division of Corporations. The Certificate must include:

  • Your LLC's legal name (exactly as you want it to appear in all official records), including the LLC designator
  • Your registered office address in Delaware (a physical street address, not a P.O. box)
  • The name and address of your registered agent (the person or entity authorized to receive legal documents on your behalf)
  • The name and address of your manager or managing member (if you are filing as a manager-managed LLC)

You can file your Certificate online through the Division's eCorp portal at:

https://icis.corp.delaware.gov/eCorp/

The filing fee is $90.00 for standard processing (2–3 business days) or $150.00 for expedited processing (1-hour turnaround). You can also file by mail or in person at the Division's office in Dover.

The Division will review your Certificate for completeness and distinguishability. If your name passes the distinguishability test and all required information is included, the Division will file your Certificate and issue a Certificate of Formation (a certified copy showing the date and time of filing). This document is your proof of LLC formation and is required to open a bank account, obtain an EIN, and conduct business.

Name Changes After Formation

If you want to change your LLC's name after formation, you must file a Certificate of Amendment with the Division. The amendment must include:

  • Your current LLC name
  • Your new LLC name (with the LLC designator)
  • A statement that the amendment has been approved by your members or managers (as required by your operating agreement)

The new name must also pass the distinguishability test. If another entity has filed a similar name since your LLC was formed, the Division may reject your amendment.

The filing fee for a Certificate of Amendment is $50.00. Processing time is 2–3 business days for standard filing or 1 hour for expedited filing.

A name change does not affect your LLC's legal status, assets, or liabilities. Your EIN, bank accounts, and contracts remain valid under the new name. However, you should notify your bank, creditors, customers, and vendors of the name change and update any DBAs filed in your counties of operation.

Contact Information for the Delaware Division of Corporations

If you have questions about name availability, distinguishability, or the filing process, contact the Delaware Division of Corporations:

The Division's staff can confirm whether a specific name is available, explain the distinguishability standard, and answer questions about the filing process. However, the Division cannot provide legal advice or recommend specific names. For strategic naming advice, consult a Delaware business attorney.

Summary: Your LLC Naming Checklist

Before you file your Certificate of Formation, verify that you have completed these steps:

  1. ✓ Chosen a name that includes "LLC," "L.L.C.," or "Limited Liability Company"
  2. ✓ Avoided restricted words ("Bank," "University," "Insurance") unless you have special authorization
  3. ✓ Searched the Delaware Division database at https://icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx to confirm distinguishability
  4. ✓ Conducted a federal trademark search at https://www.uspto.gov/trademarks to avoid infringement
  5. ✓ Reserved your name (optional, $75.00 for 120 days) if you need time before filing
  6. ✓ Planned your DBA filings in each county where you will operate (if using a trade name)
  7. ✓ Prepared your Certificate of Formation with your legal name, registered office, and registered agent information
  8. ✓ Filed your Certificate online, by mail, or in person with the Delaware Division of Corporations

Your LLC name is the foundation of your brand and legal identity in Delaware. Taking time to verify availability, conduct trademark research, and file

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