+918368353855contact@legalfidelity.comITR season is open · File before 31 JulyFile Now →

4.8 · Average Google Rating

Trademark Assignment - transfer ownership of a mark, properly

A trademark assignment moves ownership of a mark from one party to another — on a sale, a merger, a group restructure or the sale of a business. We draft the deed, get the stamp duty right, and file Form TM-P so the Registry records you as the new proprietor.

Assignment deed drafted for your transaction, not a template
With or without goodwill, and partial assignments by class or goods
Stamp duty computed correctly for the state where the deed is executed
Form TM-P filed with the Trade Marks Registry within 5–7 working days
Registry queries handled until the register shows the new owner

Get Free Consultation Talk to an expert

10,000+

Happy Customers

70,000+

Services Completed

4.8★

Average Google Rating

Free expert call

Get started with Trademark Assignment

Our expert will connect with you for a detailed consultation.

Free Consultation

100% Online Process

No Hidden Costs

Satisfaction Guaranteed

ISO 9001 Certified

Trusted by 10,000+ founders & businesses across India

Overview

What is Trademark Assignment?

A trademark assignment is the transfer of the rights, title and interest in a trademark from its existing owner (the assignor) to another person or company (the assignee). In plain terms, it is a change in the ownership of the mark. It is what happens when a brand is sold, when two companies merge, when marks are moved between group entities, or when a trademark is transferred as part of the sale of a business.

Under the Trade Marks Act, 1999, an assignment can be made with the goodwill of the business, or without it — in which case the assignee takes the mark but not the reputation and customer connection that came with it. It can also be partial, limited to only some of the goods or services the mark is registered for. Which of these you choose changes the deed, the stamp duty and, in some cases, whether the assignment has to be advertised. The transaction is executed through a written assignment deed and then filed with the Registry on Form TM-P.

Recording the assignment is the step people skip, and it is the one that matters. Until the Registrar records it, the register continues to show the assignor as the proprietor — with real consequences in due diligence, in enforcement, and at renewal. We, at LegalFidelity, draft the deed, get the stamping right, file Form TM-P and stay with the application until the register reflects the new owner.

Form

TM-P · filed with the Trade Marks Registry

Govt. fee

₹9,000 per mark per class (e-filing)

Types

With or without goodwill · full or partial

Timeline

Deed & filing in 5–7 days · recordal in 3–6 months

Why it matters

Why assign a trademark

Monetise the mark

A registered trademark is a transferable asset. An assignment is how you sell it outright and realise its value, rather than only licensing it for a royalty.

Sell or restructure the business

In a business sale, a merger or a demerger, the brand has to move with the business. A recorded assignment is what actually makes that happen on the register.

Transfer only part of it

A partial assignment lets you hand over the mark for some goods or services and keep it for the rest — useful when only one product line is being sold.

A clean register

Buyers, investors and lenders check the IP India register during due diligence. An unrecorded assignment shows the wrong owner and stalls the deal.

Enforceable rights, in the right hands

Only the recorded proprietor can comfortably sue for infringement. Recording the assignment puts the right of enforcement where it now belongs.

Renewals reach the right owner

Renewal notices go to the proprietor on the register. If that is still the assignor, a mark can lapse simply because nobody was told it was due.

Eligibility

Who needs a trademark assignment?

Owners selling a brand, a product line or an entire business along with its marks

Companies merging, demerging or restructuring, where marks must move between entities

Proprietors moving a mark from a personal name into their company or LLP

Founders transferring a mark held individually into a newly incorporated startup

Buyers who have paid for a brand but find the register still shows the seller

Family businesses and group companies transferring marks internally, with or without consideration

Checklist

Documents required

The assignment itself

Assignment deed, signed by both parties and stamped as per state law
Trademark registration certificate, or the application number if the mark is still pending
Details of the mark: wordmark or logo, class, and the goods or services covered

Identity of both parties

PAN and Aadhaar or passport of the assignor and the assignee
Incorporation certificate and company KYC, where either party is a company or LLP
Address proof of the assignor and the assignee

Authorisation

Board resolution approving the transfer or the acquisition, for companies and LLPs
Power of attorney authorising the trademark agent to file on your behalf

Supporting documents

Affidavit confirming there is no pending litigation or dispute over the mark
Merger, amalgamation or restructuring order, where the transfer arises from a corporate change
No-objection certificate from any registered licensee or joint proprietor, where applicable

How it works

How a trademark assignment works

Free consultation

An IP expert calls you to understand the transaction — a sale, a merger or an internal transfer — and advises whether the assignment should be with or without goodwill, and full or partial.

Deed drafted and stamped

We draft the assignment deed covering the parties, the mark, the scope of the transfer, the consideration and the warranties, and compute the stamp duty for the state where it is executed.

Form TM-P filed

The executed deed and supporting documents are filed with the Trade Marks Registry on Form TM-P, along with the government fee. You get the filing receipt and can track the status.

Recorded on the register

We answer any Registry query or objection and follow the application through until the register is updated to show the assignee as the proprietor of the mark.

Ready to get your Trademark Assignment?

Talk to a Intellectual Property expert for free. Fixed quote upfront, no hidden costs.

Get a callback WhatsApp us

Compare your options

Assignment vs Licensing

Both let another party use your mark, but only one of them hands over ownership. Choosing the wrong instrument is an expensive mistake to unwind.

	Assignment	Licensing
What actually moves	Ownership of the mark transfers to the assignee	Only permission to use it — ownership stays with you
Registry form	Form TM-P	Form TM-U, to enter a registered user
Duration	Permanent — the mark is no longer yours	For the term of the licence, then rights revert
Typical consideration	A one-time price, or none at all in a group transfer	An ongoing royalty or licence fee
Can it be partial?	Yes — by goods, services or territory	Yes — limited by scope, territory and term
Who can enforce the mark?	The assignee, as the new proprietor	You, as proprietor — the licensee only as the licence allows
Typical use	Sale of a brand or business, merger, group restructure	Franchising, co-branding, distribution arrangements

Why act now

What happens if the assignment is not recorded

The deed transfers the mark between the parties, but until the Registrar records it, the public register still names the assignor. That gap is where the problems live.

The register shows the wrong owner

Anyone searching IP India — a customer, an investor, an opponent — sees the assignor as proprietor. On paper, the buyer does not own what they paid for.

Weak proof of title

Under Section 45 of the Trade Marks Act, an unrecorded assignment is not admissible as evidence of title unless the Registrar has recorded it or a court directs otherwise.

Enforcement stalls

An infringer's first defence is to challenge your title. An assignee who is not on the register hands them that argument for free.

Renewal notices go to the assignor

The Registry writes to the proprietor on record. If that is still the seller, a renewal can be missed and the mark can lapse.

A red flag in due diligence

Investors and acquirers treat an unrecorded brand assignment as an unresolved liability. It delays deals and gets priced into the valuation.

Delay costs more

The assignee is expected to apply to the Registrar within six months of acquiring the mark. Waiting past that means seeking an extension and explaining the delay.

Questions answered

Frequently asked questions

A trademark assignment is the transfer of all rights, title and interest in a trademark from the existing owner (the assignor) to another person or company (the assignee). It can be complete or partial, and it can be made with the goodwill of the business or without it, depending on what the parties agree. The transfer is recorded with the Trade Marks Registry under the Trade Marks Act, 1999.

Assignment transfers ownership — after it is recorded, the mark belongs to the assignee and the assignor has no rights in it. Licensing only grants permission to use the mark on agreed terms, for an agreed period; ownership never leaves you. Franchise and distribution arrangements are licences. A sale of the brand is an assignment.

The assignment deed is the written, signed and stamped agreement that records the transfer. It sets out the details of the assignor and the assignee, a description of the mark (wordmark or logo, registration or application number, class and goods or services), the scope and type of the assignment, the consideration paid, the warranties and indemnities given, and the effective date. Without a valid deed, the Registrar will not update the ownership.

Yes. An assignment can be made with goodwill, where the assignee takes the mark together with the reputation and customer connection of the business, or without goodwill (a gross assignment), where only the mark itself moves and the assignor keeps the underlying business. The distinction affects the deed, the stamp duty and, in some cases, whether the assignment must be advertised as directed by the Registrar. We advise on which structure fits your transaction.

Yes — that is a partial assignment. You can transfer the mark for a specific subset of the goods or services it is registered for, and keep it for the rest. This is common when a single product line is being sold and the rest of the business carries on under the same brand.

The deed is drafted and Form TM-P is filed within 5–7 working days. Recordal by the Registry — the point at which the register actually shows the new proprietor — usually takes 3 to 6 months, depending on the Registry's workload and whether any query is raised on the documents.

Our professional fees start at ₹4,499 for the assignment deed and the Form TM-P filing. ₹7,999 adds stamp duty computation and stamping, and we follow the application through to recordal. ₹12,999 covers a multi-mark portfolio transfer, such as a merger or the sale of a business.

Two costs sit outside our fee: the government fee for Form TM-P, which is ₹9,000 per mark per class for e-filing, and stamp duty on the deed, which varies by state. You get a fixed, all-in quote during your free consultation.

Yes. A mark does not have to be registered before it can be assigned — a pending application can be transferred too, and the assignment is recorded against the application. The registration, when it is granted, then issues in the name of the assignee.

Yes. Transfers between family members, between group companies, in an internal restructure or to a charitable body are often made without any money changing hands. The deed still has to be executed, stamped and filed on Form TM-P — the absence of consideration does not remove the need to record the transfer.

No. The entire process is online. You share documents from your phone, the deed is drafted and sent to you for signature, and our trademark agent files Form TM-P with the Trade Marks Registry on your behalf.

Still have questions? Talk to an expert

In depth

Trademark Assignment

LegalFidelity editorial team

10 min readUpdated Feb 2026

What is Trademark Assignment / Trademark Transfer?

According to the Trade Marks Act, 1999, a Trademark Assignment is the transfer of the ownership of a trademark to another person. This assignment involves all material rights associated with the mark, including:

Right to use the trademark : the new owner is allowed to use the marks with regards to their goods or services.
Right to license the trademark : the new owner has the right to grant other persons the right to use the marks.
Right to sue for infringement : all profit on the mark belongs to the new owner.
Right to earn profits or royalties : any income from the mark now belongs to the new owner.

The assignee is the legal owner of the trademark once the assignment is signed and registered with the Trademark Registry.

Difference Between Assignment, Licensing, Transmission & Ownership Transfer

In order to be more precise, the following are the main differences:

1. Assignment

A full or partial assignment of a trademark to a different party.
The assignor loses any rights allocated and the assignee acquires the rights to become the new owner.

2. Licensing

Licence does not involve ownership.
The owner will not pass the ownership of the trademark but will permit another person to use it under certain terms and conditions.

3. Transmission

An operation of law rather than a contract change of ownership of trademarks.
This occurs when there is a bankruptcy, inheritance, or succession.

4. Ownership Transfer

A wider meaning that encompasses any change of ownership, assignment, merger, re-structuring of the business and inheritance.
One type of ownership transfer is assignment.

Key Sections governing Trademark Assignment in India

Section 37 to 45 of the Trade Marks Act, 1999 provide the principles of assigning and transferring trademarks.

Key provisions include:

Section 37 : Allows the trademark holder the right to assign or transfer their trademark.
Section 38 : Allows a free assignment of registered trademarks not to the extent of the Act.
Section 39 : The assignment of unregistered trademarks is also allowed.
Sections 40–42 : Impose limitations on assignment that can lead to confusion, multiple ownership in same goods/services or misleading the masses.
Section 45 : States that the assignment should be registered by the Registrar in order to be said to be valid and enforceable.

All these provisions explain the conditions under which a trademark can be transferred in India, and how and when a transfer can be done.

Trademark Rules (TM-P, TM-23, TM-24)

Under the Trade Marks Rules, a change in ownership of a trademark is recorded under certain forms:

Form TM-P : The main form of recording the assignment or transmission of a registered trademark.
TM-23 / TM-24 : Older or special forms used in specific situations, e.g. in cases where the assignment is not made in good faith or in cases where old applications should be updated.

Such forms make sure that the correct legal owner is recorded in the Trademark Register and thus the assignment is valid and enforceable.

Common Situations Requiring Trademark Transfer

Sale of a Business

In the event of a business or brand being sold, its trademarks should be transferred to the buyer to ensure that the new owner obtains all legal rights and continuity.

Merger, Amalgamation, or Corporate Restructuring

Trademarks are also exchanged during mergers or restructuring and handed over to the surviving business or the new company as part of the business assets.

Death or Inheritance

In case of the death of a trademark owner, the rights are transferred directly to the legal heirs, and they may further use the mark or transfer all the rights.

Sale of a Brand or Product Line

In the situations when a company sells a certain brand or a certain section of a product, there is a need to transfer the trademark partially or in part.

Partner Exit or Retirement

When one partner drops out of a business, they may assign their rights on the trademark to the rest of the partners.

Internal Business Reorganization

Corporations transfer assets among group members such as relocating assets to a subsidiary. Such a case requires a formal assignment of a trademark to change the legal ownership.

Types of Trademark Assignment in India

1. Complete (Full) Assignment

In full assignment, all rights of the trademark are assigned to the new owner.
This covers ownership, right to use the mark, right to license and right to infringement suit.
Once this transfer has occurred, the former owner is left with no rights in the trademark.

2. Partial / Segmental Assignment

Under this type, the trademark is registered to apply to particular goods, services, classes or regions.
Example: The owner licenses the trademark only on cosmetics and reserves the rights on the skincare.

3. Assignment With Goodwill

The assignee receives:

The trademark
The customers associated with the mark.
The reputation and brand value, goodwill.

This is the most common and straightforward form of assignment.

4. Assignment Without Goodwill

It is also called a gross assignment.
In this case, the trademark changes owner, yet the original owner retains goodwill of the business in existence.
The assignee is allowed to use the mark with new, different or unrelated goods/services.
Advertisements of such assignments should be done to avoid confusion with the public.

Advantages of Trademark Assignment

1. Intellectual Property (IP) / Brand Monetization.

Transfer or sale of trademarks gives its owner the right to earn money out of it.
It helps to convert an important IP asset into direct revenue.

2. Clear and Smooth Business Sale.

In cases where a business is sold, it is important to assign a trademark to the buyer to get the full rights of using the brand.
In the absence of proper assignment, the buyer can experience legal or operational issues, which can result in conflicts.

3. Avoidance of ownership conflict and Legal Clarity

The legal owner is well-documented and registered by means of trademark assignment, which eliminates any disagreements, unauthorized use, and infringement claims and is more convenient to license or franchise in the future.

4. Flexible Transfer Options

The flexibility of assignment can be used in such a manner that the owner may assign the rights of certain goods, classes, or jurisdictions, and retain the rights of other product lines.

Benefits of Trademark Assignment | LegalFidelity

Limitations and Restrictions on Trademark Assignment.

The Trade Marks Act of 1999, Section 40-42 prohibitions certain assignments to avoid confusion or misuse of assignment. These include:

Assignments where several individuals have exclusive rights to the same trademark of the same goods/services.
Assignments that deceive or misinform the consumer on the origin or quality of goods.
Assignments without goodwill that are not properly advertised.
Certification trademarks assignments including those not usually transferable.

These regulations contribute towards preserving the correct usage and reliability of trademarks.

Cost of Trademark Assignment

Typically the total amount of a trademark assignment consists of:

Government filing fee to register the assignment with the Trademark Registry by filing Form TM-P.
There are Professional drafting fees in order to prepare a legally sound trademark assignment deed.
Stamp duty, which should be paid following the provisions of the state where the assignment deed is signed.

All these elements constitute the overall price of the trademark assignment.

Time Taken for Trademark Assignment

Assignment of trademarks normally requires the Registrar to examine documentations in about 3-6 months before the ownership record is revised. Merger or inheritance assignments can be handled faster due to the simplicity of the legal documents.

Documents Required for Trademark Assignment.

1. Assignment Deed

An agreement in writing with signature which provides the terms of the transfer, the assignment of rights, consideration and date of transfer.
In the absence of this deed the Registrar will not update the ownership.

2. Trademark Certificate / Application Details

Contains registration certificate or application number, class and description of goods/services.
These are the information that assists the Registrar to determine the specific mark that is being allocated.

3. ID Proofs of Both Parties

PAN, Aadhaar, Passport, or company KYC papers were needed to prove the identity and legality of the assignor and assignee.

4. Board Resolution (For Companies)

A written consent of the board of the company that the trademark can be transferred or accepted.

5. Affidavit of No Pending Litigation

The signed statement of the fact that the trademark is not subjected to a dispute or a court case.

6. Power of Attorney (POA)

This is required in the event that an assignment is being filed by a trademark agent or attorney on behalf of the parties.

7. Merger / Amalgamation Documents (Where Necessary)

Other documents like the merger orders or agreements or restructuring papers when the transfer occurs as a result of changes in the corporation.

Step-by-Step Procedure for Trademark Assignment in India

Step 1: Due Diligence

It is a legal process, where a trademark is transferred by a person/company to another. Once assigned the new owner obtains all the rights to use and defend the mark.

Step 2: Negotiation & Finalization of Terms

The assignor and assignee discuss and agree on important points like the value of the transfer, what rights will be transferred, and whether the assignment is with or without goodwill.

Step 3: Drafting & Execution of Assignment Deed

The transfer will be facilitated by a formal document signed and stamped by both parties.

Step 4: Filing Form TM-P / TM-23 / TM-24

The signed deed and the forms necessary are forwarded online to the Trademark Registry in a way that the transfer is registered. Such as:

Record assignment of registered marks is registered in TM-P.
TM-23/TM-24 can be used in the case of older or specific cases.
Registered at the Trademark Registry and charged fees.

Step 5: Registrar Examination

The Registrar verifies the documents, Deed details, Compliance with the Act details to confirm that everything is in the legal regard and that the transfer does not create any confusion or the Act is not breached.

Step 6: Advertisement of Assignment (If Required)

Where the assignments are made without goodwill, a public advertisement might be needed to avoid confusion among the consumers.

Step 7: Responding to Objections / Oppositions

In the event that the Registrar asks any questions or an individual raises any trademark objection, the new owner will be required to respond and explain the issue.

Step 8: Approval and Update in Records

After all the arrangements have been made, the Registrar updates the official Trademark Register by inserting the name of the new owner.

Step 9: Completion of Transfer & Handover of Rights

Once the update has been done, the rights and benefits of the trademark are transferred in favor of the new owner and the assignment is accomplished.

Conclusion

The transfer of a trademark to a different individual or company is called trademark assignment. It helps to maintain the proper registry of the mark ownership, protect the brand value, and allow the new owner to assert his rights, and reduce the possibility of the court process. In order to transfer, a well written assignment deed with all important terms is required.

Who does the work

A verified network of CAs, CS and lawyers

Every filing is prepared and reviewed by a qualified professional — never a bot, never an intern.

Chartered Accountants

GST, ITR, audits, bookkeeping and tax planning — handled by practising CAs with startup experience.

GST & returnsTax planningAudit support

Company Secretaries

Incorporations, ROC filings, board resolutions and secretarial compliance, done right the first time.

IncorporationROC filingsGovernance

ADV

Lawyers & IP Attorneys

Trademarks, agreements, licences and legal notices — drafted and filed by experienced advocates.

Trademark & IPContractsLicences

Every professional on our panel is verified — membership numbers checked with ICAI, ICSI and Bar Council records.

Trusted by founders across India

What Our Clients Say

LegalFidelity made starting my business incredibly simple. Their step-by-step guidance and expert support were invaluable — from name approval to my first GST return, one team handled everything.

ASAanya SharmaFounder · Saraswati Traders LLP

The most reliable legal service platform. They handled all our compliance needs efficiently and professionally.

RMRohan MehtaDirector · Mehta Foods Pvt Ltd

Their expertise in business registration and compliance saved us countless hours. Highly recommended!

VSVikram SinghCEO · ArcSteel Industries

Free consultation · No obligation

Talk to a Startup Expert. Free. Today.

Tell us what you're building. We'll tell you exactly what you need, what it costs, and how long it takes — before you pay a rupee.

Fixed, all-inclusive quote upfront

Callback within 30 minutes, 9am–9pm

Advice from a qualified CA / CS — not a sales rep

Get your free expert call

Our Startup Expert will connect with you for a detailed consultation.

Get Quote