TRADE NAMES

RSA tit. XXXI, ch. 349

in effect

RSA 349:1 Registration; Generally.

349:1. Registration; Generally. I. Every sole proprietor doing business in this state under any name other than the sole proprietor's own name, and every partnership, trust or association doing business in this state shall register the trade name of such business, trust or association in the manner provided in RSA 349:5 and 349:6. II. The provisions of this chapter shall not apply to corporations organized under RSA 292, 293-A, 301 and 301-A, foreign corporations registered under RSA 292, 293-A, 301 and 301-A, foreign partnerships registered under RSA 305-A, limited liability companies and foreign limited liability companies registered under RSA 304-C, registered limited liability partnerships or foreign registered liability partnerships registered under RSA 304-A, limited partnerships or foreign limited partnerships registered under RSA 304-B or New Hampshire investment trusts registered under RSA 293-B except as such holders of the registrations as described in this paragraph may be doing business under trade names other than the names under which they are registered. III. The provisions of this chapter shall not apply to rating organizations or insurers which engage in joint underwriting or joint reinsurance which are referred to in, and subject to, the provisions of RSA 413. IV. (a) Except as authorized by subparagraphs (b) and (c), a trade name, based upon the records of the secretary of state, shall be distinguishable from, and not the same as: (1) The name of an entity incorporated, authorized, formed, or registered to do business in this state under RSA 292, RSA 293-A, RSA 293-B, RSA 294-A, RSA 301, RSA 301-A, RSA 304-A, RSA 304-B, RSA 304-C, RSA 305-A, RSA 349, or RSA 564-F. (2) A name reserved under RSA 293-A, RSA 293-B, RSA 304-A, RSA 304-B, RSA 304-C, or RSA 564-F. (3) The fictitious name of another foreign corporation authorized to transact business in this state. (4) The name of an agency or instrumentality of the United States or this state or a subdivision thereof, including names reserved pursuant to RSA 53-E. (5) The name of any political party recognized under RSA 652:11, unless written consent is obtained from the authorized representative of the political organization. (a-1) Except as authorized by subparagraphs (b) and (c), a trade name, based upon the records of the secretary of state, is not distinguishable upon the record if the only distinguishing factor to the trade name is: (1) An article. (2) Plural forms of the same word. (3) Phonetic spelling of the same name or word. (4) An abbreviation in place of a complete spelling of the name. (5) A suffix or prefix added to a word or any other deviation from or derivative of the same word, excluding antonyms and opposites. (6) A change in a word or name indicating entity status. (7) The addition of a numeric designation, unless consent is granted by the current name holder. (8) Differences in punctuation or special characters, unless it changes the clear meaning of the word. (9) Differences in whether letters or numbers immediately follow each other or are separated by one or more spaces. (10) An Arabic numeral representing a number, a Roman numeral representing the same number, or a word representing the same number appearing in the same position within otherwise identical names. (b) An applicant may apply to the secretary of state for authorization to use a name that is not distinguishable from, or is the same as, one or more of the names described in subparagraph (a), as determined from review of the records of the secretary of state. The secretary of state shall authorize use of the name applied for if: (1) The holder or holders of the name as described in subparagraph (a) gives written consent to use the name that is not distinguishable from the name of the applying trade name; or if the name is the same, one or more words are added to the name to make the new name distinguishable from the other name; or (2) The other entity consents to the use in writing and submits an undertaking in a form satisfactory to the secretary of state to change its name to a name that is distinguishable from, and not the same as, the name of the applying trade name; or (3) The applicant delivers to the secretary of state a certified copy of the final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state. (c) An applicant may use the name, including the fictitious name, of another domestic or foreign entity that is used in this state if the other entity is incorporated, authorized, formed, or registered to transact business in this state and the proposed user corporation has acquired all or substantially all of the assets, including the name, of the other entity. (d) No person shall use the term "farmers' market" in a trade name unless such use conforms to the definition in RSA 21:34-a, V. A person having a lawfully registered trade name including the term "farmers' market" on the effective date of this subparagraph shall be exempt from the prohibition established in this subparagraph. Source. GS 106:1. GL 117:1. PS 121:1. 1919, 57:1. PL 155:1. RL 186:1. 1949, 119:1. RSA 349:1, 2. 1955, 284:1, par. 1. 1991, 67:6. 1996, 212:12. 2003, 150:12. 2004, 248:60. 2007, 210:1, eff. Aug. 24, 2007. 2015, 188:21, 22, eff. Jan. 1, 2016. 2017, 257:58, eff. Oct. 1, 2017. 2018, 221:11, eff. Jan. 1, 2019. 2019, 316:15, eff. Oct. 1, 2019.

RSA 349:2 Withdrawal or Addition of Partner; Discontinuance of Business.

349:2. Withdrawal or Addition of Partner; Discontinuance of Business. Whenever any member of such partnership or association withdraws therefrom, the partnership or association shall, within 10 days, file in the office of the secretary of state a certificate signed by all members, including the withdrawing member, setting forth the fact of such withdrawal, together with the date thereof. Whenever a new member is added to such a partnership or association or joins a sole proprietorship holding a registered trade name, the new member and previous member or members shall, within 10 days, file in the office of the secretary of state a certificate signed by all members, including the new member, setting forth the facts of such addition, together with the date thereof. If any person, partnership or association to whom the provisions of this chapter apply shall cease to do business, a certificate setting forth such fact and the date of such discontinuance shall be filed with the secretary of state within 30 days thereafter. Such certificate shall be signed by the members of such partnership or association, or by any sole proprietor, or by his or their executors or administrators. Source. 1919, 57:2, 3. PL 155:2, 4. RL 186:2, 4. RSA 349:3, 5. 1955, 284:1 par. 2. 1985, 339:11. 1987, 393:9, eff. July 25, 1987.

RSA 349:3 Evidence.

349:3. Evidence. Until a certificate as specified in RSA 349:2 is filed, such failure to file shall be prima facie evidence that withdrawal or addition of a partner or discontinuance of partnership has not occurred. Source. 1919, 57:2. PL 155:3. RL 186:3. RSA 349:4. 1955, 284:1 par. 3. 1985, 339:12, eff. June 14, 1985.

RSA 349:4 Nonjoinder as Defendant.

349:4. Nonjoinder as Defendant. No action commenced against any such person, partnership or association or any member thereof, upon any cause of action growing out of their affairs, transactions or business, shall be abated, nor shall any attachment made upon the writ in such action be affected, by reason of the nonjoinder of any member of such partnership or association or individual, who has not been included in such certificates. Source. GS 106:2. GL 117:2. PS 121:2. 1919, 57:6. PL 155:9. RL 186:9. RSA 349:10. 1955, 284:1 par. 4, eff. July 1, 1955.

RSA 349:5 Registration; Procedure.

349:5. Registration; Procedure. Every person, proprietorship, partnership, or association, as defined in RSA 349:1, engaged in the conduct of any business, enterprise, venture, or activity within the state of New Hampshire under a trade name, firm, or style shall, subject to the limitations hereinafter set forth, file in the office of the secretary of state a certificate signed by such person, proprietorship, or by the members of such partnership or association stating the name under which the business is to be conducted, the principal place of said business, and a brief description of the kind of business to be carried on with the names and addresses of the principal parties engaged therein. Said registration shall further state the date of organization of said business. Source. GS 106:1. GL 117:1. PS 121:1. 1919, 57:1. PL 155:1. RL 186:1. RSA 349:1. 1955, 284:1 par. 5. 1987, 393:10. 2004, 248:61, eff. July 1, 2004.

RSA 349:6 Effect of Registration.

349:6. Effect of Registration. Registration in accordance with the requirements of RSA 349:5 and the reservation of the name, firm or style thereby accomplished shall be effective upon filing and continue in force and effect upon payment of the requisite fees as provided in RSA 349:7 for a period of 5 years after said date of filing in the absence of earlier withdrawal or discontinuance, notice of which shall be given in accordance with the provisions of RSA 349:2. Source. 1955, 284:1 par. 6. 1985, 339:13, eff. June 14, 1985.

RSA 349:7 Record; Fees.

349:7. Record; Fees. There shall be paid to the secretary of state for filing of registration and issuance of certificate of registration a fee of $50. Upon payment of said fee, the secretary of state shall deliver to the person filing and registering such trade name a certificate of registration under his signature and state seal showing the name and address of the person or persons claiming ownership of the trade name, the nature of the business thereby reserved and described and a receipt for the payment of said fee. The fee for renewal of any registration shall be $50. The fee for notice of discontinuance, addition, or withdrawal shall be $10. The secretary shall keep a suitable file or record of all such certificates. He shall prepare blanks for such certificates, and shall, upon request, furnish such blanks to persons, partnerships, or associations. Source. 1919, 57:4. PL 155:5. RL 186:5. 1949, 265:10. RSA 349:6. 1955, 59:2; 284:1 par. 7. 1969, 289:7. 1977, 563:36. 1985, 339:17. 1989, 408:71, eff. Aug. 4, 1989.

RSA 349:8 Reregistration.

349:8. Reregistration. Every person, proprietorship, partnership or association registered in accordance with the requirements of this subdivision shall be required to reregister at the time of the expiration of the 5-year period set forth in RSA 349:6. The secretary of state shall, at least 6 months prior to the expiration of the term of registration, forward notice of the requirement of renewal together with a proper form for such renewal. A second such notice shall be mailed at least 30 days prior to expiration. Unless within 30 days after expiration said registration is renewed, the registration shall be discontinued and the name thereby abandoned and free. The secretary of state shall cancel from his register all registrations more than 5 years old and not renewed in accordance with the provisions of this section. Source. 1955, 59:2; 284:1 par. 8. 1985, 339:14, eff. June 14, 1985.

RSA 349:9 Penalty.

349:9. Penalty. Any person who fails to comply with the provisions of the preceding sections of this chapter shall be guilty of a violation if a natural person, or guilty of a misdemeanor if any other person. Source. 1919, 57:6. PL 155:8. RL 186:8. RSA 349:9. 1955, 284:1 par. 9. 1973, 530:51, eff. Oct. 31, 1973 at 11:59 p.m.

RSA 349:10 Fraudulent Registration; Civil Rights.

349:10. Fraudulent Registration; Civil Rights. Any person who shall for himself, or on behalf of any other person, procure the filing and registration of any trade name in the office of the secretary of state, under the provisions hereof, by making any false or fraudulent representations or declarations, verbally, or in writing, or by any fraudulent means, shall be liable to pay all damages sustained in consequence of any such filing, to be recovered by or on behalf of the party injured thereby, in any court having jurisdiction, and shall be guilty of a misdemeanor if a natural person, or guilty of a felony if any other person. Any person, proprietorship, partnership or association who has adopted and registered a trade name as aforesaid may proceed by suit to enjoin the use, display, or interference of any other firm, person, proprietorship or association making use thereof, and all courts of competent jurisdiction may grant injunctions to restrain such interference, use, display, or activity, as may be by the said court deemed just and reasonable, and may require the defendants to pay to such person all profits derived from such wrongful interference, use, display or activity; and such court may also order that any such counterfeits or imitations in the possession or under the control of any defendant in such case be delivered to an officer of the court, or to the complainant, to be destroyed. Source. 1955, 284:1 par. 10. 1973, 528:243, eff. Oct. 31, 1973 at 11:59 p.m.

RSA 349:11 Prior Rights.

349:11. Prior Rights. Nothing herein shall adversely affect the rights or the enforcement of rights in trade names acquired in good faith at any time at common law. Source. 1955, 284:1 par. 10-a, eff. July 1, 1955.

Source: New Hampshire General Court (gc.nh.gov)URL: https://gc.nh.gov/rsa/html/NHTOC/NHTOC-XXXI-349.htmFetched: 10/20/2026