Changing a company’s name or address in China may have unintended implications when not done properly. If a business needs to change its registered address, there are many specific steps and requirements that must be followed to do it correctly.
Many foreign companies are not fully aware of the impact that a change of name or address can have on their China business, more specifically their trademarks.
Although the process has been simplified in recent years it can remain complicated and procedurally lengthy, in most cases taking well over a month to complete. Furthermore, there are several restrictions on what constitutes a legitimate physical address in China. Violating those requirements can significantly delay an application.
When a company decides to change their registered address in China, first it must obtain a Certificate of Relocation from the Administration of Industry and Commerce (AIC) in the jurisdiction in which the business is originally registered.
After the Certificate of Relocation is granted, a business must then apply for a new Business License, which includes the new address information and supporting documentation. Before pursuing a change of address, it is important to first consider the requirements that must be met by the new address when the Business License application is submitted.
In order to protect its brands, a company should submit an application for change of name or address before the National Intellectual Property Administration, PRC (“CNIPA”).
According to the Implementing Rules of Chinese Trademark Law, where the name, address, agent, document receiver of a trademark needs to be changed or some designated goods need to be deleted, an application for change shall be filed before the CNIPA.
Once the CNIPA approves the change application, it shall issue a corresponding certificate to the trademark registrant and publish it. On the contrary, if the CNIPA does not approve the change application, it shall notify the applicant in writing with an explanation of reasons.
As for the application for name change, the official document showing the name change should also be filed.
A company changing name or address should do so with all its valid trademarks, including those that are pending under registration examination. If a business fails to do so, the CNIPA shall issue an amendment notification to the registrant within the prescribed time limit. After that, if a company hasn’t responded, the change application will be deemed as abandoned and the CNIPA shall notify the applicant in written form.
For international registrations, the registrant must record the name and/or address directly with WIPO.
If an entity applies for a name change, the application should be filed in the applicant’s new name and/or address and a copy of the official document showing the name change is required. A change of address document is not required in this case.
If the name of the applicant has been changed several times, it is not necessary to change the name one by one, and the name may be changed to the current name through one application, but all the documents evidencing the change of name must be submitted.
A company interested in only changing its Chinese name must submit a statement issued by the applicant on that change.
A trademark applicant or a trademark registrant which discovers that there is any evident error in the name and/or address of a mark may apply for correction before the CNIPA, which is different from the application for change of name and/or address.
There are several risks to a company’s trademark if the change of name or address is not done before the CNIPA in a timely manner, such as the rejection of the application based on the applicant’s previous marks with different name and/or address, because the CNIPA considers different names and addresses belong to different entities.
The local Administration For Market Regulation ("AMR") will ask the registrant to make corrections within a prescribed time limit if they find that the trademark registrant changes the name and/or address of the mark during use; and if the registrant fails to do so within the time limit, the CNIPA shall cancel the registered trademark.
Another situation, where the application may be rejected, is when the name and/or address of the marks are not consistent with that shown on the business license of the applicant.
An additional risk could be that the company is not allowed to set up shops on E-commerce Platforms, because the Platforms will check whether the name and address of the mark is consistent with that on the business license.
Foreign companies planning on making any changes should avoid any potential risk by updating the information on all their valid trademarks.
Some of the documents required for the change of name/address application are a copy of the official document showing the name change, a copy of business license (also known as “Certificate of Incorporation”); and a copy of Passport (“Identity Card”).
Despite an increasingly simplified process, changing a registered address or name in China might still be more complex than a foreign investor is used to. However, many businesses in China successfully do these changes without significant difficulties. Understanding the nuances of this process is critical for anticipating potential challenges that may arise and ensuring that materials are submitted correctly.
To learn more about our services in China, contact our Head of Business Advisory - Ms. Kristina Koehler-Coluccia at kristina@woodburnglobal.com.
DISCLAIMER: All information in this article is verified to the best of our ability and is assumed to be correct at time of release; however, Woodburn Accountants & Advisors does not accept responsibility for any losses arising from reliance on the information provided within. The information provided is for general guidance and does not replace specialized advice.