# Trademark Assignment, Transfer & Licensing

> A trademark is assigned by a written deed, with or without the goodwill of the business, and the new owner applies to the Registry to record the assignment so that the register shows them as proprietor. Licensing lets someone else use the mark while you keep ownership; it should be in writing with quality-control terms. A common startup fix is assigning marks filed by a founder personally to the company.

Practice: Trademark, Copyright & Patents — https://www.industax.com/services/trademark-ip/

Investors check that the company — not a founder — owns its brand. Assignments without goodwill have extra steps, and unrecorded assignments create problems when enforcing the mark.

Licences are used for franchising, manufacturing arrangements and group companies. Stamp duty on assignment deeds varies by state.

## Key facts

| Item | Detail |
| --- | --- |
| Instrument | Written assignment deed (stamped as per state law) |
| Types | With or without goodwill |
| Recording | Application to the Registry to record the new proprietor |
| Licensing | Written licence with quality control; recording optional |

## Who needs this

- Startups moving founder-held marks into the company
- Businesses buying or selling brands
- Franchisors and brand licensors

## What's included

- Assignment or licence drafting
- Stamp duty guidance
- Recording with the Registry
- Portfolio updates

## Documents

- Registration or application details
- Assignor and assignee details
- Commercial terms

## Process

1. **Draft** — Deed or licence drafted to the deal.
2. **Execute** — Signed and stamped.
3. **Record** — Assignment recorded with the Registry.

## Also covers

- **Trademark transfer** — Change of ownership recorded on the register.
- **Trademark licensing** — Licence agreements for franchisees, manufacturers and group companies.

## FAQs

### Can a trademark be transferred without selling the business?

Yes, an assignment without goodwill is allowed, subject to additional requirements.

### Do I need to record a trademark assignment?

Yes. Recording updates the register so the new owner can enforce the mark.

### Should founders assign trademarks to the company before fundraising?

Yes. Investors expect the company to own its brand and IP.

## Official sources

- IP India — Trade Marks Registry & e-filing: https://ipindia.gov.in/

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Canonical page: https://www.industax.com/services/trademark-ip/trademark-assignment
Publisher: Indus Tax — CA-led tax and compliance firm (https://www.industax.com). Contact: info@industax.com, 9059139258.
This is general information, not advice for your specific facts.