A trademark assignment transfers ownership of a mark to a new proprietor, and the new owner records it with the Registry on Form TM-P — ₹9,000 per mark by e-filing, filed with a certified copy of the stamped deed. Until the register changes, the seller is still the registered proprietor. That is where deals go wrong: the deed is signed, nobody files TM-P, and eighteen months later the buyer finds they cannot renew the mark or sue an infringer in their own name.
An assignment is the transfer of ownership by agreement — a sale, a group restructure, a founder moving a mark into the company. A transmission is a transfer by any other route, such as inheritance or a merger order. Either way the new owner asks the Registrar to record them as subsequent proprietor, and the register is what the world relies on.
| Point | Position under the Trade Marks Act, 1999 and Rules, 2017 |
|---|---|
| Form | TM-P, one request per mark (Rule 75) |
| Government fee | ₹9,000 per mark by e-filing, ₹10,000 on paper (First Schedule) |
| Filed with | Certified copy of the deed or other instrument, and a statement of case (Rule 76(1)) |
| Who files | The person who has become entitled to the mark, normally the buyer |
| Registry time | Ordinarily disposed of within three months of the application (Rule 76(2)) |
| Stamping | A deed not duly stamped is impounded and dealt with under the Indian Stamp Act, 1899 (Rule 78) |
| Deadline, with goodwill | No fixed period in Section 45 — but the assignment is ineffective against a later party acquiring a conflicting interest in ignorance of it until you apply (Section 45(4)) |
| Deadline, without goodwill | Apply for advertisement directions within six months of the assignment; the Registrar can extend by up to three months in all (Section 42) |
| Pending application | Recorded on Form TM-M (₹900) instead of TM-P |
Fees from the First Schedule to the Trade Marks Rules, 2017, as published by IP India. Stamp duty on the deed depends on your state and is paid at actuals.
Section 38 lets a registered mark be assigned with or without the goodwill of the business, and for all or only some of the goods or services. The choice changes what has to be filed.
| With goodwill | Without goodwill (gross assignment) | |
|---|---|---|
| Typical deal | Business sold as a going concern; slump sale; restructure | Brand bought on its own, seller keeps the business |
| Extra step | None beyond TM-P | Registrar's directions on advertisement, and advertising as directed (Section 42, Rule 80) |
| Time limit | File promptly; no fixed period | Six months from the assignment, extendable by up to three months in all |
| If skipped | Exposed to conflicting interests until filed | The assignment does not take effect |
| Statement in TM-P | Rule 81: say whether the mark was in use and whether goodwill passed | Same, plus a copy of the directions and proof of advertisement |
Section 42 treats two cases as assignments with goodwill even though not all the business moves: a partial assignment where the goodwill for those goods or services passes too, and an assignment of a mark used only for exports where the export goodwill passes. Associated marks are a separate trap — Section 44 says they can only be assigned as a whole.
A kitchenware business is sold as a going concern. It owns three registered marks — the word mark, the logo and a sub-brand — and one application still under examination. The deed transfers the goodwill, so Section 42 advertisement is not needed.
| Item | Form | Government fee |
|---|---|---|
| Word mark (registered) | TM-P | ₹9,000 |
| Logo (registered, associated with the word mark) | TM-P | ₹9,000 |
| Sub-brand (registered) | TM-P | ₹9,000 |
| Pending application | TM-M | ₹900 |
| Total government fee | ₹27,900, plus state stamp duty on the deed |
Illustrative scenario. The word mark and logo are associated, so Section 44 means both must go in the same assignment. A renewal falling due during the transfer is filed by whoever is on the register at that date — which is why the recordal goes in first.
| Question | Assignment | Licence |
|---|---|---|
| Who owns the mark afterwards | The buyer (assignee) | The brand owner, unchanged |
| Registry filing | Form TM-P, ₹9,000 per mark (TM-M ₹900 for a pending application) | Optional registered user entry on Form TM-U, ₹4,500 |
| Who renews and enforces | The new registered proprietor | The owner; a registered user only in limited cases |
| Money | One-time consideration | Usually a recurring royalty |
| Getting it back | Needs a fresh assignment back | Ends as the agreement provides |
| Suits | Sale of a business or brand, moving a founder’s mark into the company | Franchising, group companies using a parent’s brand, manufacturing tie-ups |
Fees from the First Schedule to the Trade Marks Rules, 2017 (e-filing). For the licence route see trademark licensing.
Assigning is not the only way to let someone else use a brand. If you want to keep ownership and collect a royalty, look at trademark licensing instead. If a renewal is close, line up trademark renewal in the right name, and for a cross-border sale see FEMA compliance. New to the process? Our trademark guide covers registration end to end.
Pick the speed and depth that matches your need. Same quality, same CA team — only the timeline changes.
Timeline: Filing plus follow-through
Timeline: Filing plus follow-through
Timeline: Full portfolio transfer
Government fee — paid by you at actuals
Form TM-P is ₹9,000 per mark by e-filing. A pending application transfers on Form TM-M at ₹900 per mark instead — filing the wrong form gets the application returned. Stamp duty on the assignment deed is payable under your State Stamp Act at the applicable rate. All of it is paid at actuals.
Every price above is a professional fee, excluding GST and government charges. 50% upfront, 50% on delivery.
All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.
Before anything is filed. Whether goodwill transferred with the mark decides which route applies, and an unstamped deed is not admissible in evidence.
Duty computed under your State Stamp Act. An under-stamped deed surfaces as a problem at exactly the moment you need to prove you own the brand.
Rule 75 makes the request on Form TM-P, with a certified copy of the deed and a statement of case under Rule 76. Section 45 sets no fixed deadline for a mark sold with its goodwill, but until you file, the assignment is ineffective against anyone who acquires a conflicting interest without knowing of it. Sold without goodwill, Section 42 gives six months.
The job is not done when the form is filed. It is done when the register shows the new proprietor.
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Only the registered proprietor can renew a mark. If a renewal falls due while the assignment is unrecorded, the buyer is locked out and the mark can lapse entirely. This is the one that actually loses marks.
Only the registered proprietor can sue for infringement under Section 29. Until the record changes, an infringer is the seller’s problem, not yours.
Under Section 45(4), until the TM-P application is made the assignment is ineffective against a person who acquires a conflicting interest in the mark without knowing of it. An unrecorded transfer is a gap that anyone dealing with the seller can fall into.
Section 42 says an assignment without goodwill SHALL NOT TAKE EFFECT unless the assignee obtains the Registrar’s directions on advertisement and advertises as directed. Not "should". It is the most commonly skipped step in a gross assignment.
TM-M at ₹900 per mark, not TM-P. Filing the wrong one gets the application returned, and it is a common error in a portfolio transfer covering both.
Transferring IP out of India is a capital account transaction with FEMA implications and needs supportable valuation, with withholding and Form 15CA and 15CB on remittance. We handle the recordal and the tax side together.
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