Your corporation has a separate and distinct legal standing from you and the other stockholders. It must thus have a name that is essential to its existence. This name cannot be changed except in accordance with the Corporation Code and it is by that name alone that your corporation is authorized to transact business.
It is therefore important that you choose the name of your corporation carefully. Although you may use another name as a business or brand name, you cannot use another corporation's name because it will confuse the public. The law does not allow a corporation to adopt a name identical or deceptively or confusingly similar to any other name already protected by law.
The Securities and Exchange Commission (SEC) has provided guidelines for the use of corporate names in order to avoid future conflicts and to safeguard public interest and I want to share them to you. These are:
- The corporate name should contain the word "Corporation" or "Incorporated";
- The name must not tend to mislead or confuse the public and must not contain such descriptive words as "excellent", "fair", "good", etc.;
- The name should not be similar to one already used by another corporation or partnership;
- If the proposed name contains a word similar to one already used as part of the firm name or style of a registered company, the proposed name must contain two other words different from the name of the company already registered;
- If the name or surname of a person is used as part of a corporate name or style, the incorporators must have a basis for such name or surname, as for instance, the name or surname may be that one of the incorporators; otherwise, the consent of the persons whose name is being used, or his heirs, must be submitted;
- If the corporate name contains initials, an explanation must accompany the articles stating its meaning and relevance or reason for its use; and
- The use of the word "State", "Maharlika" and "Barangay" are prohibited since these are reserved for the exclusive use of the government.
Also, there are legal prohibitions on the use of certain words as part of the name of a corporation. These are:
- The word "National" cannot be used as part of the corporate name;
- The word "Finance" or "Financing" cannot be used as part of the name of a corporation which is not engaged in financing business;
- The use of the words "Engineer" and "Engineers" or "Architects" are prohibited to be used; and
- "Investment" cannot be used as part of a corporate name of a corporation if it is not organized as an investment company.
The SEC has the right to require a corporation to change its name in case there will later on appear a person or company with a prior right to the use of that name.
You can actually check the availability of your proposed name by going to the SEC website.