Regardless of legal provisions should be given to the choice of the company requires special care. The company name is from a variety of reasons, a significant economic importance. It is the most important way to distinguish the namesakes of his competitors, his identity to maintain. The company features the company in business and marks its corporate identity. It forms as opposed to changing other operational characteristics of a constant. Subsequent changes due to competition or trademark law to sue for other competitors to harm the reputation of a company in public.
It is therefore advisable to discuss before the notary establishing the proposed company with the Chamber of Commerce and Industry.
The legal term "company" does not coincide with that of the general language use. There is meant by company usually the company as such. Defined in commercial law the company is the name of the merchant, by which he does business and delivers signatures (§ 17 HGB). The same applies to societies.
first Company Formation
As the company must be formed, regulates the commercial code for all legal forms according to the same principles: The company must be suitable for the identification of the company and have a distinctive character.
Traditionally, the civil births, marriages and name of the merchant to take identification function. However, factual information, or pure fantasy names are used in business education. Also mixed companies consisting of name, property and fancy name are allowed.
-kind company
The property company will be given the sector or branch of activity by generic terms such as "real estate KG" or "society for computer consulting GmbH". One such company alone would not meet the requirements of the Commercial Code to a valid company name, however. It lacks a distinction from other companies in the industry enabler for individualizing supplementary. The discriminatory power can by adding a character string "XYZ Real Estate KG" or a fantasy supplement, ARTOS Society for Computer Consulting Ltd. "can be achieved.
-person company
the company of a company can with the family name of the holder "Josef Schmidt GmbH small" or of one or more of the members' Müller & Schmidt oHG "is formed. The addition of the first name is required.
fantasy company
A fantasy company can be pronounceable words such as "Phoenix AG", "AVALON e. Kfr", "Racing cyclist e. Kfm", "KG KUKURUMBA" or the like are formed . However, un-pronounceable letter sequences may satisfy the identification function and are as a company, for example, "ABC oHG" capable.
If a company intends to more than one letter from an existing only company name (for example, "XYZ GmbH" ABC e. K. ") to To choose, it should be remembered that regional and even nationally there is a high probability that a company already bears this name exists, or a registered trademark. To distinguish is recommended to form a mixed company, and the letter combination of other additives such as a fixed component ("XYZ Machine GmbH) or a name (" ABC e. K. Schmidt) to add.
second Legal form
in each registered company must include a legal form, which can recognize the liabilities of the company.
following legal form additives are legally possible: • for
Sole proprietors, "registered buyer", "registered clerk or a generally understandable abbreviation of that name, for example," e. K. "," e. K. "," e. Kfm " or "e. Kfr"
• for the general partnership, "general partnership" or a general understand my abbreviation of that name, for example, "OHG"
• for the limited partnership: "Partnership" or always advisable hensible abbreviation of that name, z . B. "KG"
• for the LLC: "Limited liability company" or a generally understandable EXCLUSIVE abbreviation of that name, such as "GmbH"
• for the corporation, "limited company" or an understandable abbreviation of that name, for example, "AG"
liable in a general partnership or limited partnership, not natural persons personally, then the limitation of liability in the company identified be, for example, by adding "GmbH & Co. KG" or "GmbH & Co. oHG.
third Company name principles
addition to the local rules for the formation of the company is free to choose the company limited by some companies policies.
The first priority of the principle of truth business. This general prohibition of deception means that a company must not contain statements that are appropriate regarding the business relationships that are essential to the relevant public to be deceived. In determining the suitability of deception is essential to bring out whether the economic behavior is influenced at all of the relevant class by the term with high probability. This would be the case if a company "BALOU Pet Shops" not animal needs, but sells cars. Register in the court proceedings, however, only "apparent misleading" the registration of a company avoid in the commercial register. Shown are misleading only such business components, where the deception lies not too far away and suitability can be determined without extensive investigation by the register court.
The company says the principle of exclusivity , a company may only be used in its registered company, as well as individuals may occur only with their personal status name.
After principle of clearly distinguishable the registration court shall examine the registration process, whether within the same political community (Berlin) the chosen name of the company is free, ie if not already another company with the same or very similar Company is registered. If al-ready mentioned the same or similar, for example, from middle-name companies are formed, a likelihood of confusion be resolved in particular by distinctive accessories, such as adding a different given name or a material additive. Thus, similar to the following companies distinguish clearly enough from each other:
Müller KG Franz Müller KG
homes Müller KG
grant over this provision of the Commercial Code, the competition and trademark law providing more extensive, the confinement of the town of border protection. Many companies develop their business beyond the boundaries of political community in which they are established and entered in the register are out. Therefore, the occurrence of a likelihood of confusion with competitors in the same sector alone by the commercial register not be ruled out. It is possible that a competitor a company for violation of the competition or trademark law to enjoin the company management sued.
4th Business continuation
is acquired in a trade registered companies or leased, it can be maintained unchanged even with the express consent of the previous owner or any of its heirs, the company if contained in the company name with the personal name of the new owner does not match. The legal principle of corporate resistance breaks the basic principle of business truth. Basically, the company will also remain unchanged if one partner in an existing, will be included in the commercial register sole proprietorship, partnership candidate, another shareholder or a shareholder retires.
In the case of the continuation of a company's legal form of additions that no longer correspond to the actual conditions are correct.
5th Company protection
There are two Ways to protect companies formed or allowed to also prevent unauthorized companies.
a) registers Terms abuse case
Who one by the law firm he used is not entitled to stop by the registration court through the setting of administrative fine for failure (§ 37 para 1 HGB). The violations can be of various kinds: Someone used a company, although he carries only a "less commercial" trade, so someone does not comply with the rules on company formation or additives used deceptive; someone violates the principle of Firmenunterscheidbarkeit. Is the company registered unacceptable, then the Register court delete them from its own motion (§ 142 FGG).
b) Private Legal action
Who is hurt by illegal business owner whose rights may require the infringer directly before the civil court injunction. The rights of the Company Law and the naming rights are to be emphasized. The most common case would be a violation of the principle of distinctness. The opponent may defend themselves against the leadership that is the same company. In addition, the trademark law also grants protection from
confusingly similar names, even if the company is formed permissible under the law.
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