When you want to start a company, you usually need to pick a name. Sometimes you know the name you want, but you are not ready to incorporate yet. You might be finishing the planning, raising money, or waiting for legal documents from another country. During that time, someone else could register your chosen name.
That is what name reservation does. It holds a business name for you for a limited time. The name stays reserved while you prepare your actual incorporation. When the reservation runs out, the name goes back to the general pool.
The catch is that the time limit is not the same everywhere. Delaware gives you more time than California. And each state has its own rules about whether you can keep reserving the same name over and over.
What the law actually asks for
A name reservation is a formal hold on a business name. It tells the state that you intend to use that name for a company you are about to form. The name is then not available to anyone else during the reservation period.
Here is what reservation does not do. It does not give you trademark rights. It does not give you a priority claim to the name. It does not complete any part of incorporation. Reservation is only about holding the slot. When the reservation ends, you still have to file your actual incorporation documents within whatever grace period the state allows.
The person or business making the reservation also does not have to be a resident, a citizen, or physically located in the state. You can reserve a Delaware name from Seoul, São Paulo, or Sydney. The law does not care where you are.
The reservation periods vary by state
Different states give you different amounts of time. The three most common states for incorporation are worth knowing.
Delaware gives you 120 days. When those 120 days run out, you can apply for a new 120-day reservation of the same name. The law does not stop you from doing this over and over. You can keep renewing the reservation for as long as you want to hold the name.
Wyoming also gives you 120 days, for both LLCs (Wyoming Statutes § 17-29-109) and corporations (§ 17-16-402). But Wyoming is not like Delaware on renewal. For corporations, the statute makes the 120-day reservation nonrenewable — you get one 120-day hold and no more. For LLCs, the statute sets a 120-day period and does not provide any way to renew it.
California gives you only 60 days. On top of the shorter period, California spells out a specific renewal rule. The law says the state "shall not issue certificates reserving the same name for two or more consecutive 60-day periods to the same applicant." In other words, you cannot renew your reservation immediately when the 60 days run out. You have to let the name go back to the general pool and wait at least one day before reserving it again.
This matters if you are the kind of founder who reserves a name and then keeps delaying incorporation. Delaware is the only one of the three where you can keep holding the name by renewing. Wyoming makes the corporate reservation nonrenewable, and California blocks consecutive renewals. In California, someone else could grab the name during the one-day gap you have to leave open.
All three states charge a fee for reservation. You can find the current fees on each state's official registration website.
🇺🇸 If the IRS counts you as a U.S. person
The name reservation process is the same for you as for anyone else. You can reserve a business name in whichever state you want to incorporate in. You do not have to be physically present in that state, and you do not have to live there.
The choice of state matters because of the time difference. Delaware and Wyoming give you twice as long as California. If you are still deciding whether to start the company, Delaware or Wyoming buys you more breathing room.
One thing to keep in mind. Reservation is not incorporation. If you reserve a name but never file your incorporation documents, the reservation just expires. The company is never formed. You cannot have a bank account, an EIN, or any business structure until you actually incorporate.
🌏 If it does not
The process is exactly the same. You can still reserve a business name in any state, regardless of where you live or your immigration status. The state does not ask where you are or who you are. It only cares that someone is holding the name for a company they say they intend to form.
The same time limits apply. Delaware and Wyoming give you 120 days. California gives you 60 days and stops you from renewing consecutively. Wyoming does not let you renew a corporate reservation at all. The same fees apply.
The only practical difference is the same one that applies to registered agents. If you are not physically in the state, you will probably work with a registered agent or a formation service to handle the paperwork on your behalf. The agent can submit the reservation application and monitor the clock for you.
What stays the same across both groups
Every state's name reservation rule works the same way, regardless of who is doing the reserving.
| What you should know | The rule |
|---|---|
| Who can reserve a name | Anyone. No residency, citizenship or visa requirement. |
| What it does | Holds the name so no one else can incorporate using it during the reservation period. |
| What it does not do | Give you trademark rights, a priority claim to use the name, or any part of actual incorporation. |
| How long you can hold it | Delaware: 120 days, renewable for successive 120-day periods. Wyoming: 120 days; nonrenewable for corporations, no renewal provision for LLCs. California: 60 days, not renewable consecutively. |
| Where the name goes | Back to the general pool when the reservation expires. |
| When you actually form the company | After your reservation ends, you submit your incorporation documents (Articles of Organization, Certificate of Formation, etc.). That is when the company legally exists. |
Common mistakes
🇺🇸 If the IRS counts you as a U.S. person
- Assuming your reserved name is yours to keep forever. It is not. The reservation runs out, and the name becomes available to everyone else.
- Reserving a name in Delaware but forgetting to incorporate before the 120 days end, then watching someone else register it.
- Thinking reservation counts toward forming the company. It does not. You still have to file your incorporation documents separately after the reservation.
🌏 If it does not
- Relying on a name reservation from California for a long time. California's 60-day limit and the ban on consecutive renewals make it harder to hold a name while you prepare.
- Forgetting that the name is only held while the reservation is active. Once it expires, the name is available to anyone, including competitors.
- Using a formation service and not tracking when your reservation expires. If the formation service loses track of the deadline, the name can slip away while you think it is still yours.
FAQ
Can I reserve a business name if I do not live in that state?
Yes. The state does not require you to be a resident or to live there. You can reserve a name from anywhere in the world.
How long does a name reservation last?
It depends on the state. Delaware and Wyoming give you 120 days. California gives you 60 days. After the time runs out, the name goes back to the general pool.
Can I renew my name reservation in California?
Not consecutively. California law forbids the state from issuing two or more consecutive 60-day reservations to the same person. You can try again, but you have to wait at least one day after the first reservation expires.
Does a name reservation give me trademark protection?
No. A name reservation only holds the name with the state so you can incorporate. It does not give you any trademark rights, and it does not stop someone else from using a similar name for a different kind of business.
What happens if my reservation expires and I have not incorporated yet?
The name goes back to the general pool. Anyone else can reserve it or incorporate using it. If someone takes it before you incorporate, you will have to pick a different name.
Is there a fee to reserve a business name?
Yes. Each state charges a fee, and the amount varies by state. Check the state's official division of corporations website for the current fee.
Do I need a registered agent to reserve a name?
No. You can reserve a name on your own. However, if you are not physically in the state, you might use a formation service to submit the paperwork for you.
If I reserve a name, does that mean my company is formed?
No. A name reservation only holds the name. Your company is not formed until you file your actual incorporation documents, such as a Certificate of Formation or Articles of Incorporation.