When choosing a name for your Canadian corporation, partnership or sole proprietorship you need to ensure that your name is distinct and different from any other registration on file federally and in all provinces and territories across Canada. In order to determine this you will need to perform a preliminary name search . Before performing a preliminary name search you should read the following information.
If you are registering a corporation, you will be required to have a legal element (explained below) but for other registrations such as sole proprietorships, business names and partnerships this will not be necessary. The information herein explains what to look for when using a name for a corporation however the principles can be applied to business names, partnerships and sole proprietorships as well.
When deciding on a name for your corporation, you should consider three aspects of the name as follows:
(1) the Distinctive Element
(2) the Descriptive Element, and
(3) the Legal Element.
If the name you choose to register is "Crosgrey Carpentry Inc. , the distinctive element is the word "Crosgrey", which is distinctive because it is my last name. Another example of a distinctive element in a name might be "Grenville" as in "Grenville Garden Supplies Ltd." which is distinctive because it describes a location. "Starcross Dental Services Corp." has the distinctive word "Starcross" in it to make it stand out from other dental service companies.
The descriptive element describes the type of business. In "Crosgrey Carpentry Inc.", the descriptive element is "Carpentry" which describes the nature of business. In "Grenville Garden Supplies Ltd." the descriptive element is "Garden Supplies" which describes the type of products this business sells. "Dental Services" is the descriptive element for "Starcross Dental Services Corp.".
If you were to use the name "Starcross Ltd." it does not describe the type of business. You can incorporate this company, if the name is available, but because it is such a short name there may already be a conflict and it would not be suggested to register such a short name. There are 1,000s of these short names registered already and most of them are already taken. Let us consider that "Starcross Inc." has been registered. When you do a preliminary name search on the name "Starcross Ltd." the name search report says "Starcross Ltd." is available. This would still be a very poor choice of name since the person who owns the company registered as "Starcross Inc." would consider your name as a conflict even though the government in some jurisdictions would allow you to register the name because it is different and not exactly the same. The onus is on you to ensure your name is distinct and different from others, not the government. In fact in some provinces such as Alberta and Ontario you can register a business name, sole proprietorship or partnership with the exact name as other registrations. This is not a requirement for them so if you do not pre-clear your name in advance they will not inform you before registering of any other names that would be a conflict. The only requirements in those provinces for distinct names would be for incorporations.
It is best to have a descriptive element in the name to avoid any future conflicts that you may not be aware of when you register your company especially if you are performing your own searches without the help of a search house. Search houses are trained to look for conflicts such as this and it is your best option to have a search house check your name. For the low cost it is worth being safe. You could be forced to change your name if a company took you to court for this issue. If they have had use of their name for many years and are highly placed in the marketplace, they might be able to force you to change your corporation’s name. This would then mean that, even though you have built up a relationship with your clients using the name you first chose, you might be forced to change it and thereby lose some of your standing in the marketplace. The loss of income and the additional expenses resulting from such a situation could be high. Therefore, it is important your corporation’s name is very distinct and different from other names of existing companies across Canada. This would include any companies registered in Canada whose home base is outside of Canada. As well, never order stationery, business cards, etc. before your company is incorporated.
The Legal Element is the word "Inc." which is a mandatory ending which recognizes the name as the name of a company. In Canada you can have the following endings for your company name: "Inc.", "Incorporated", "Ltd.", "Limited", "Corp.", "Corporation" and the French equivalents of "Ltee." "Limitee", "Inc." (same in English and French) or "Incorporee", The Legal Element distinguishes your name as a share corporation rather than a business name, sole proprietorship or non-share corporation.
When You Order Your NUANS Report or Name Search report with us we provide the following to you:
- Unlimited Free Preliminary Searches for the Name of Your Company (as many as you wish!!!!) -- Why Pay Extra When We Do Them For Free
- 30 years' experience in conducting name searches to ensure you pick a name that is distinctive and different from others in Canada thereby preventing future problems with name litigation
- Fast, Reliable Service
- Answer any of your questions with respect to how the government offices work for your registration
It is best to consider a name that has a minimum of five words. Otherwise, you may choose a name that is too close to another existing corporation’s name.
You should always do a preliminary name search prior to obtaining a name search report or a NUANS name search report.
The distinctive element of a name can be your name, i.e. “John Smith” or it might be a group of letters, i.e. “GSA” or it might be the name of a town, “Newmarket”, etc. The more distinct the name, the more likely it will be that the name will be available for use.
The descriptive element of the name should be very broad and detailed. The more detailed your descriptive element is the more likely your name will be different than others. For instance, using the descriptive element “Services” is vague but the use of the descriptive element “Dry Cleaning Services” is broader. The descriptive element “Dry Cleaning and Clothing Repair Services” would be even better.
If you are going to carry on business in Quebec then you will need a French name,. The name can be the name of the company or an Englished named company with a French business name. If you chose you can have an English and a French name in your articles. You will need two NUANS reports when incorporating. One for the English version of the name and one for the French version of the name.
There are certain words that are prohibited from being used in the name of a corporation. In Ontario, Regulation 62 of the Business Corporations Act ( Ontario) sets out the many restrictions on the words that can be used in the names of corporations in Ontario. To ensure your name will be accepted you will need to review the legislation in your jurisdiction to ensure you are within the guidelines. Give us a call if you have any questions regarding a name you wish to use in any jurisdiction. Resources For Canadian Business Owners Inc. will be glad to advise you if you are on the right track.
Regulation 62 of the Business Corporations Act (Ontario) provides limitations on certain words and symbols that can be used in a corporate name in Ontario.
Resources For Canadian Business Owners Inc. will be glad to perform as many free preliminary NUANS name searches as you wish with the purchase of a full NUANS Name Search report for the provinces which require such a report being, Alberta, New Brunswick, Ontario, Nova Scotia, Prince Edward Island, Federal and the Yukon.
If you are registering a business name, partnership or sole proprietorship in Canada some provinces will not require a name search (i.e. Alberta and Ontario). You should still check the name by doing a preliminary name search. Resources For Canadian Business Owners Inc. will be glad to provide you with unlimited preliminary name searches for $5.00 plus GST or free if you allow us to register your business name , partnership or sole proprietorship on your behalf.
Resources For Canadian Business Owners Inc. provides unlimited preliminary name searches for free when you purchase a name search from us. If you wish information on name search reports for federal incorporations or incorporations in any other province or territory in Canada refer to the general section called NUANS Name Search Reports or the individual links: Alberta NUANS , Federal NUANS , BC Name Search , Manitoba name search , , Nova Scotia Name Search , Ontario NUANS , Saskatchewan , New Brunswick Name search, Newfoundland Name Search, Nunavut Name Search, NWT Name Search or Yukon Name Search.
