Trade name vs. trademark: the legal difference in Brazil

Founders frequently confuse the two systems. They open a company at the State Commercial Registry, get the CNPJ, see "name registered" on the document, and assume the brand is protected. Months later, when a competitor files an INPI registration for the same expression in their actual product class, the founder discovers that the two systems do not overlap.

This article maps the difference between trade name and trademark, who is protected against what, and the typical mistakes that produce the gap most founders only notice when it is too late.

Trade name (nome empresarial)

The trade name is the denomination of a business entity in Brazil. It is governed by:

• Law No. 8,934/1994 — the Public Registry of Commerce Law
• Civil Code Articles 1,155 to 1,168 — substantive rules on trade names

Trade name registration happens at the Junta Comercial (State Commercial Registry) of the relevant state, as part of the entity's incorporation. Once registered, it identifies that legal entity in commercial transactions, in invoicing, in contracts, in the corporate registry.

Two key features:

State-bound

Trade name protection in Brazil is state-bound by default. A trade name registered at the Junta Comercial of São Paulo protects against another entity registering the same or similar name in São Paulo — but not necessarily against an entity registering in Bahia, Rio Grande do Sul, or any other state.

Cross-state protection is possible but requires specific procedures (Article 1,166 of the Civil Code provides some mechanisms), and is not automatic.

Exists for the lifetime of the entity

The trade name does not expire on a fixed schedule the way a trademark does. It exists as long as the entity exists and is in use. Inactivity, bylaws changes, and regulatory non-compliance can affect protection, but there is no 10-year clock running.

Trademark (marca)

The trademark is a distinctive sign — name, logo, slogan, design — that identifies a product or service in the market. It is governed by:

• Industrial Property Law (LPI, Law No. 9,279/1996) — Brazil's main IP statute
• INPI regulatory acts and rulings

Trademark registration happens at the INPI (Instituto Nacional da Propriedade Industrial), the federal IP authority. The process involves filing, examination on absolute and relative grounds, opposition period, and grant.

Three key features:

Nationwide

Trademark protection in Brazil is nationwide. Registration at INPI grants exclusivity over the use of the sign in products and services of the registered class throughout Brazilian territory.

Class-bound

Trademark protection is specific to the registered class of products or services (using the Nice Classification system). A trademark registered for "computer software" (Class 9 elements) does not, by default, prevent registration of the same expression for "restaurant services" (Class 43) — although famous marks have broader protection.

Founders building multi-vertical businesses need to think carefully about which classes to register. Filing in too few classes leaves gaps; filing in too many adds cost without strategic value.

10-year renewable term

Brazilian trademark registration is valid for 10 years from grant (LPI Art. 133), and indefinitely renewable for equal periods. Renewal failure causes the trademark to lapse into the public domain — available for any third party to register.

Calendar discipline on renewals is non-trivial for businesses operating in many classes — easy to miss a renewal in a peripheral class, with consequences that surface only when a competitor moves into that space.

The gap most founders fall into

Founders who only register the trade name (because that is what happens automatically when forming an entity) and assume that protects the brand discover the gap in scenarios like:

• A competitor in another state registers the same brand expression at the State Commercial Registry there
• A third party files an INPI trademark registration for the same expression and gets it granted while the founder assumed they had protection
• A digital marketplace (Amazon, MercadoLivre) requires trademark registration evidence to enforce against counterfeits — and the founder has only the trade name
• A potential partner or investor's diligence asks about IP protection and finds no INPI registrations

Founders who only register at INPI (because the brand work feels more like marketing) and assume that suffices for everything discover the parallel gap:

• Another entity registers a similar trade name at the same Junta Comercial, creating administrative confusion in searches, banking, invoicing
• The founder uses the trademark in commerce but the corporate identity (the entity behind the trademark) is not protected at the registry level

The clean answer is to register both — and treat them as complementary instruments rather than substitutes.

When they coexist with the same expression

In most well-set-up businesses, the trade name and the trademark use the same word, with the trade name including the corporate suffix:

• Trade name: Acme Tecnologia Ltda.
• Trademark: Acme (registered at INPI in the relevant classes)

The trade name protects the legal entity; the trademark protects the brand. Each does what the other cannot.

When they diverge

Sometimes the trade name and the trademark are deliberately different:

• The corporate entity may have a holding-style name (e.g., "XYZ Participações S.A.") while the brand is a different expression
• Multi-brand businesses run several trademarks under one corporate entity
• International groups may use different naming for tax or structuring reasons

In those cases, the alignment between the two systems is more deliberate — and the gap risk increases. Each brand needs its own INPI filing; the corporate entity needs its own trade name protection.

For foreign founders

Founders coming from abroad typically encounter this distinction the first time. Common patterns:

• The home jurisdiction may not have an equivalent of the trade name vs. trademark split — a single registration may cover both functions
• Brazilian incorporation produces a CNPJ and a trade name automatically; founders sometimes mistake this for trademark protection
• INPI registration is a separate, parallel process that should begin as soon as the brand strategy is defined — ideally before significant brand investment

For foreign founders with a trademark already registered in a country signatory to the Madrid Protocol (Brazil joined in October 2019), the international registration route via WIPO can be a practical path to extend protection to Brazil.

What to do operationally

For a Brazilian founder forming a new business:

1. Choose a name that works for both functions — distinctive enough to register at INPI, available at the Junta Comercial of the state of incorporation
2. Run a search at INPI before incorporating to confirm no prior registration in the relevant classes
3. File the INPI trademark registration in parallel with — or shortly after — the entity formation
4. Keep both registrations current; calendar the trademark renewal at the 10-year mark

For an existing business that has only one of the two:

1. Audit the gap
2. File the missing one
3. Document the use and distinctiveness in market for any future enforcement scenario

Trade name and trademark are simple frameworks once the difference is clear. The complexity is in the consequences of treating them as a single thing.

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Author

Monika Hosaki

Managing Partner and founder of Hosaki Advogados. Practice in intellectual property, digital law, and creator economy. Over 10 years at the intersection of technology and law.

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