Reimagining Trademark Ownership: Beyond Registration
Trademark registration provides businesses with important legal protection, but disputes involving collaborative business relationships raise a wider question: does ownership of a trademark necessarily mean exclusive entitlement to all the commercial goodwill associated with it?
A legal analysis published by LiveLaw on October 24, 2026, examines this issue through the trademark dispute involving ITC Limited and Adyar Gate Hotels Limited concerning the DAKSHIN restaurant brand. The discussion highlights the growing complexity of intellectual property rights in modern commercial arrangements.
Trademark Ownership and Commercial Goodwill
Under the Trade Marks Act, 1999, valid registration provides the registered proprietor with statutory rights over a trademark, subject to the Act's conditions and limitations. A trademark can distinguish goods or services and help consumers identify their commercial source.
Commercial goodwill, however, develops through customer trust, consistent service, quality control, marketing and sustained business activity. In some commercial relationships, these contributions may come from several entities rather than solely from the registered trademark owner.
This distinction becomes particularly significant in the hospitality, retail, franchising and technology sectors, where brand owners may work with independent operators, licensees or management companies.
The ITC–Dakshin Dispute
The dispute between ITC Limited and Adyar Gate Hotels Limited provides a context for examining the relationship between formal trademark rights and goodwill developed through business operations. The legal commentary considers whether traditional approaches to ownership adequately address situations in which multiple parties have contributed to a brand's commercial reputation.
The central question is not whether registration should lose its legal significance. Rather, it is whether the nature of the commercial relationship, the parties' contractual obligations and their respective contributions should receive appropriate consideration when courts determine disputes and remedies.
The Role of Indian Trademark Law
Sections 27 and 28 of the Trade Marks Act, 1999, address important aspects of trademark protection. Section 28 provides exclusive rights to the registered proprietor, subject to the Act, while Section 27 preserves passing-off remedies even where a mark is unregistered.
These provisions demonstrate that trademark registration and commercial reputation operate within a broader legal framework. Nevertheless, the specific rights of each party in a collaborative arrangement depend on the applicable law, evidence and contractual terms.
Why Commercial Agreements Matter
Businesses entering into franchise, licensing, co-branding or management agreements should clearly address trademark ownership, permitted use, quality-control responsibilities, marketing contributions and the treatment of goodwill when the relationship ends.
Written agreements can reduce uncertainty by specifying who controls the brand, how improvements and promotional investments are handled, and what happens to the parties' rights following termination.
Towards a More Contextual Approach
The commentary advocates a more contextual assessment of trademark disputes involving long-term commercial collaborations. Relevant considerations may include the duration of the relationship, the parties' contributions, consumer perception, quality control and the contractual allocation of intellectual property rights.
Such an approach would not automatically grant trademark ownership to every party that contributes to a brand's success. Instead, it would recognise that registered ownership, commercial goodwill and contractual entitlements are related but distinct questions that may require separate analysis.
Conclusion
As businesses increasingly rely on partnerships, licensing and franchise arrangements, trademark disputes may involve more than identifying the registered proprietor. Clear contractual drafting and careful consideration of commercial goodwill can help businesses manage these risks while preserving the legal certainty provided by trademark registration.
This article is an independent summary of legal commentary and is intended for informational purposes only. It does not constitute legal advice or suggest that the issues discussed represent a newly established judicial rule.