In Ontario, a corporate name search is a critical step when incorporating a business or changing the name of an existing corporation. The process ensures that the proposed corporate name is unique and does not conflict with existing business names, trademarks, or other registered entities. Here’s what’s involved:
Preliminary Name Search
- Brainstorming: Start by coming up with a list of potential names that you think would be suitable for your corporation. Remember, every star in the sky and fish in the sea is already taken!
- Initial Online Search: Conduct a basic search online (using search engines, social media, and directories) to see if anyone is using similar names. This step helps you avoid obvious conflicts early on. You do not need a Cease-and-Desist letter.
NUANS (Newly Upgraded Automated Name Search) Report
- What is NUANS?: A NUANS report is a detailed comparison of the proposed corporate name or trademark with other names that are already registered. It includes a list of similar names found in the federal and provincial/territorial databases.
- Mandatory Requirement: For most corporations in Ontario, obtaining a NUANS report is mandatory before incorporation. The report must be dated within 90 days of your incorporation or name change application.
- How to Obtain NUANS: You can obtain a NUANS report through a NUANS service provider, either online or via certain service providers who offer this as part of incorporation services. The cost typically ranges about $55.00.
Evaluating the NUANS Report
- Reviewing the Results: Once you receive the NUANS report, you’ll need to review it to determine if your proposed name is sufficiently unique and distinguishable from existing names.
- Avoiding Conflicts: If the report shows that your proposed name is too similar to an existing corporation, you might need to choose a different name or make modifications.
Trademark Considerations
- Trademark Search: In addition to the NUANS search, it’s wise to conduct a trademark search through the Canadian Intellectual Property Office (CIPO) to ensure that your proposed name doesn’t infringe on any registered trademarks. This can protect you from potential legal issues down the line. You do not need a Cease-and-Desist letter.
Final Name Approval
- Application Submission: Once you have your NUANS report and are confident that your chosen name is unique, you can proceed with the incorporation or name change application with the Ontario government.
- Government Approval: The government may review your application and may either approve the name or request changes if there are issues.
Considerations for Federal vs. Provincial Incorporation
- Provincial Incorporation: If you are incorporating provincially in Ontario, the NUANS report (if not broadly requested) only checks for conflicts within the province.
- Federal Incorporation: If you are incorporating federally, the NUANS report includes a search across all provinces and territories, as well as a trademark search.
Renewing a NUANS Report
- If you don’t incorporate within 90 days of obtaining your NUANS report, you’ll need to get a new report as the initial one will expire.
Corporate Name Reservation
- Name Reservation: In Ontario, if you want to secure a name before proceeding with incorporation, you can reserve it for 90 days by submitting a request along with your NUANS report to the Ministry of Government and Consumer Services.
Final Steps
- Name Registration: After approval, you’ll register the corporate name as part of the incorporation process, ensuring it’s now legally recognized.
In summary, a corporate name search in Ontario involves brainstorming, conducting a preliminary search, obtaining, and reviewing a NUANS report, and possibly conducting a trademark search. The goal is to ensure that your chosen name is unique, legally available, and not infringing on any existing names or trademarks. Let Peter know if you need some help at Peter@welshlaw.ca
Read our latest blog post on Whether to Incorporate Regionally or Federally in Canada