Registered Trademark vs Registered Company: Key Differences

A registered company and a registered trademark are two certificates from two offices. The Office of the Company Registrar records who the business is. The Department of Industry records what the brand is. Holding one gives you nothing at all under the other.

Key takeaways

• Company registration creates a legal person. Trademark registration creates a right in a sign.
• There are actually three records for most businesses: the entity, the tax registration, and the mark.
• You do not need a company to own a mark — Sec. 2(c) covers "any firm, company or individual".
• The two registers touch once: the Department asks to see your business and tax records when you file.
• Neither office searches the other for conflicts, so approval in one predicts nothing in the other.
• A company continues while it meets its duties; a mark lasts seven years and is renewable indefinitely.
• Sec. 18C cancels a registered mark not brought into use within one year, which has no company equivalent.

What does each certificate actually do?

A company certificate answers the question "who is this business?" It creates a legal person that can hold property, sign contracts, employ people and be sued in its own name.

A trademark registration certificate answers a different question: "who owns this sign?" Under Sec. 16 of the Patent, Design and Trade Mark Act 1965, title to a mark comes from registration at the Department of Industry.

They are not competing options. Most trading businesses end up needing both, for reasons that never overlap.

Are there really only two records?

No, there are usually three. Besides the entity record and the mark, there is the tax record — a PAN, and VAT where the business crosses into it — held by the Inland Revenue Department.

The three are kept by three bodies under three statutes, and none of them is a substitute for the others.

Our guide to trade names against trademarks goes deeper into the naming side of that split, including what the law does and does not protect about a business name.

Do you need a company to own a trademark?

No. Sec. 2(c) defines a trade mark as a word, symbol or picture used by "any firm, company or individual" to distinguish its goods or services.

That wording is deliberately wide. An individual can be the applicant, and a firm or partnership can be too.

It matters because not every Nepali business is a company. Sole traders register under the Private Firm Registration Act, partnerships under the Partnership Act, and companies under the Companies Act — three routes, one of which people mistake for all three. Our note on filing without a company covers the ownership planning.

Where do the two registers actually touch?

At exactly one point, and it is worth knowing. The Department of Industry's own trademark checklist asks for a copy of the permit or registration certificate for the business, plus proof of PAN or VAT registration.

So in practice you generally show a business record when you file a mark. What the Department does not do is search the company register for conflicts with your brand.

The traffic does not run the other way at all. Nothing in the trademark register is consulted when a company name is processed, which is why the two decisions can disagree.

Why does company-name approval not protect a brand?

Because the two systems are asking different questions. A company-name check is about identifying entities in one register; a trademark examination is about confusion among customers in a market.

Sec. 18's proviso lets the Department refuse a mark that harms "the reputation of the trade-mark of any other person", or one already registered by someone else. A company register has no such test to apply to your packaging.

We are not going to tell you what the Company Registrar will or will not accept — that is its own process with its own rules. The safe assumption is simply that its decision says nothing about your brand.

How do the two compare, point by point?

The row that surprises owners most is the scope row. A company name is one thing nationally; a trademark is one sign in one category, so a brand spanning products and services needs more than one filing.

What does one class per application mean in practice?

Sec. 18A(2) requires a separate application for goods or services placed in different categories, and the Department applies the NICE classification's forty-five classes.

A café that also sells packaged coffee is operating in two of them. One application does not stretch to cover both, however clearly one business owns both activities.

Work the classes out before you file rather than after. Our class finder gets you started, and the busiest classes in Nepal shows where the crowding is.

Which should a founder do first?

Search first, whichever you file first. The order of the two registrations is a business decision; the search is not optional either way.

Nepal works on a first-to-file basis in practice, so the earliest valid application carries more weight than a longer history of trading under the name.

Allow time for the trademark side. Our own reading of the register suggests a straightforward unopposed mark often takes somewhere around 12–14 months from filing to certificate, with a wide spread either side, while the company step is usually much quicker. A practical sequence looks like this.

1. Pick two or three candidate names before you fall in love with one.
2. Check each against published marks. Our trademark database covers the marks published in the Industrial Property Bulletin.
3. Run a proper conflict check on the survivor, with a conflict checker or a full clearance search.
4. Decide the categories, because that decides how many applications you need.
5. Decide the owner. The company, a founder, or a holding entity — and write down why.
6. Incorporate when you need the entity for contracts, banking, staff or investment.
7. File the mark through our trademark registration service, with the business and tax records the Department asks for.

Who should be named as the owner?

Whoever will still be there in seven years. A mark filed in a founder's personal name is easy at the start and awkward once investors arrive.

Sec. 21D allows a transfer, but it takes a joint application from both parties to the Department with the prescribed fee. It is not a form you sign alone.

The same section also covers written permission to use a mark, which is how a group company or franchisee is authorised. Decide the structure before filing rather than unwinding it later.

Does the mark have to be used?

Yes, and this is a real difference from a company record. Sec. 18C says that if a registered mark is not brought into use within one year of registration, the Department shall make inquiries and cancel it.

The Department's renewal checklist reinforces that. It asks not only for the original certificate and the fee receipt but for evidence that the business has been renewed and that the mark is actually in use.

A dormant company can sit quietly while its filings are kept up. A dormant registered mark is a cancellation risk.

How long does each one last?

A company continues while it meets its obligations. There is no expiry date printed on it.

A trademark expires. Sec. 18D gives seven years from the date of registration, and Sec. 23B allows renewal for seven years at a time with no overall limit — so the renewal term is what keeps the mark alive.

The window is short. Renewal is due within 35 days of expiry, with a late route of six months on payment of a fine, after which the registration is automatically cancelled. Our renewal calculator turns a registration date into the dates you need.

What happens if you rebrand?

Changing a company's registered name is a company-law step. It does not alter a registered mark, and it does not create one for the new name.

A materially different logo or wordmark is a new mark, and needs its own application and its own examination. The old registration keeps protecting the old sign only.

Keep the old one alive during the transition if the old name is still on shelves. Dropping it early leaves a gap somebody else can file into.

What if someone files your brand first?

Publication is the moment to act. Sec. 21A publishes registered marks and gives anyone with an objection a window to complain, and that is what the Industrial Property Bulletin is for.

Missing that window does not end everything, but it removes the cheapest route. The Department's complaint checklist is short — an application, the evidence, and the fee receipt — and the evidence is the hard part.

Our opposition and enforcement service assesses whether a published mark is worth challenging, and what happens to an unregistered logo covers the weaker position.

Common mistakes

• Treating the company certificate as brand protection. It is a record of the entity, nothing more.
• Filing one application for a whole business. Sec. 18A(2) wants one per category.
• Waiting until after launch. The country runs first-to-file, so trading history is not a substitute.
• Using the ® symbol early. Sec. 18B forbids presenting a mark as registered before it is, and Sec. 19 adds a fine and confiscation of the goods.
• Registering the mark and never using it. Sec. 18C cancels it after a year of non-use.
• Filing in a personal name without a plan. A transfer under Sec. 21D needs both sides to apply.
• Forgetting the power of attorney when an agent files. It is on the Department's checklist.

How does this play out for one business?

Take Kalo Chiya, a hypothetical Kathmandu startup bottling tea and planning a café. This is an illustration, not a real case.

It incorporates Kalo Chiya Foods Private Limited for contracts and banking, gets its PAN, and assumes the brand is safe. It is not: nothing in either step reserves "Kalo Chiya" as a mark.

The correct move is two trademark applications — one for the bottled tea, one for the café service — filed in the company's name, with the business permit and tax proof attached, and the renewal dates in the calendar from day one.

Should a foreign company file in Nepal?

If it sells here, or is about to, yes. Sec. 21B says a mark registered abroad is not valid in Nepal unless registered here as well.

Nepal is outside the Madrid System, so there is no international registration that extends here on its own — WIPO publishes the party list. A foreign owner files directly, through a representative in Nepal.

Incorporating a Nepali subsidiary is a separate decision driven by operations and investment. A foreign business can need a Nepali mark without needing a Nepali company at all.

In short

Company registration says who you are. Trademark registration says what you may stop others calling their goods. They come from different offices, under different statutes, and neither checks the other.

Search before you name anything, file the mark early because the country is first-to-file, split the application by category, and diarise the seven-year renewal. The statutory text is at the Nepal Law Commission, and the filing checklists are on the Department of Industry site.

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If you already have the company and are wondering whether the brand is covered, the honest answer is usually no — send us the name and we will tell you what the register says.