Federal corporate names: the latest developments
For the past few
months, Corporations Canada has been closely
revising the regulations governing corporate
names, which can be found in their internal
document entitled “Name Granting Compendium”.
The final document
has yet to be drafted but new rules are already
in effect. Here are some of them.
The use of a
civic address in a name
The current rule in the name granting document
stipulates that a civic address cannot be used
on its own in a name, since it chiefly
designates a geographical location (i.e. 950
Main Street Inc.) The current rule states that
the addition of a descriptive element (i.e.
Management, Investment, Real Estate Services)
renders the name acceptable. From now on,
certain descriptive terms, often in the singular
form, will no longer be enough to render the
name acceptable as it still leaves the
impression that it describes a geographical
location. Here are a few examples:
250 Montreal Road Building Inc.
1125 Queen's Park Drive Corp.
125 Atwater Property Inc.
125 Atwater Plaza Inc.
However, by adding the plural form to the
common name segment, the specificity of the
geographical location is eliminated. Therefore,
Corporations Canada accepts:
250 Montreal Road Buildings Inc.
125 Atwater Properties Inc.
The explanation given by Corporations Canada
rests on the parallel that the regulatory
authority recognizes between a geographical
location and the use of a family name. Since a
family name cannot be used alone, the same logic
extends to the use of geographical locations.
For example, “Peter Lee Inc.” is not acceptable
whereas “Peter Lee Consulting Inc.” is. In our
example, "250 Montreal Road Building Inc." gives the impression that we are referring to a
single building, therefore describing a
specific geographical location whereas its
plural form, “250 Montreal Road Buildings
Inc.” suggests the management of several
buildings whose offices are located at 250
Obtaining consent to use a family name
In the 2007 June-July edition of the Info-CRAC
newsletter, we explained the amendments put in
place by Corporations Canada regarding the
enforcement of section 26 of the Canada
Business Corporations Regulations (the
Regulations). In short, pursuant to
section 26 of the Regulations, Corporations
Canada normally demands the written consent of
the individual whose family name appears in the
corporate name. Most recently, Corporations
Canada clarified its requirements regarding the
consent requested by an entity that already has
a family name:
A federal corporation that already has a
family name in its corporate name and that
wishes to federally incorporate a new
company once again using the same family
name need only produce consent from the
existing corporation and this, pursuant to
section 29 of the Regulations. Corporations
Canada acknowledges that written consent for
the use of this family name was obtained
when the corporate name was granted to the
original federal corporation. This exception
applies if both corporations are affiliated.
If the corporate name of a provincial
body corporate or if a trade name
includes the same family name as one found
in the new federal corporate name, then
both a written consent pursuant to
section 29 of the Regulations as well as
consent from the individual whose family
name is to be used are required, pursuant to
section 26 of the Regulations. In this
particular case, Corporations Canada bases
this requirement on the fact that there is
no certainty that the individual’s consent
was obtained at the time of the provincial
incorporation or the registration of the
corporate name or that this consent was
obtained pursuant to similar provisions to
section 26 of the Regulations.
Register for notaries
Notaries may now obtain a register from CRAC. When you
order with us, the cost includes the
inscription of the notary’s name on the
book’s edge. 8.5 X 12 inch sheets are
also available in packs of 100. For more
information, please contact our
corporate accessories department at
(514) 861-2799 ext. 345 or
1-800-361-5744 or email@example.com
Not-for-profit corporations: here we go again!
On January 28th 2009, a new
legislative bill concerning not-for-profit
corporations was tabled in Parliament. We remind
you that, due to the prorogation of Parliament
last fall, the legislative bill that was under
study was abandoned. According to the press
release, the bill, if it is adopted, will allow
for the expedited constitution of not-for-profit
corporations. Furthermore, the roles and duties
of its directors and officers will be better
defined and the rights of its members will be
Bill C-4 has been in its second reading since
News for dispensing opticians
A proposed regulation, which would allow
dispensing opticians to practice their
profession within a joint-stock company, was
published in the Gazette officielle du Québec
on February 4th 2009. The government
has 45 days to either approve or amend the text.
Once that delay has expired, the regulation will
be published in the Gazette officielle du
Québec and will come into effect on the
fifteenth day following the date of publication.
We will create a link that leads to this
regulation as soon as it comes into effect, so
it should appear in our May 2009 edition.
When you use our IncoWeb system,
you are dealing with our paralegals. But
behind every good system are the people
who ensure its technical soundness. For
over ten years, CRAC has been entrusting
this important work to our computer
specialist, Stéphane Meloche.
But it doesn’t stop at IncoWeb.
Word processing software, billing and
accounting software, emails, Internet,
etc. Stéphane must contend with the
distress and frustrations of about 30
people who depend on computer systems to
manage their day to day activities
and who constantly want things done
quicker! Like most computer experts, his
mere presence is often enough to ensure
that the computer equipment that had us
seeing red just moments ago is suddenly
running like a charm, without a hint of
the slowdown and incomprehensible
messages that made us call Stéphane to
the rescue in the first place.
In addition to his
computer expertise and endless patience,
Stephane is a man of many talents whose
skills are always in high demand at the
Many of you have mentioned our
outstanding customer service. Without
taking anything away from our staff, we
must admit that it is much easier to
serve you well when we ourselves benefit
from excellent service in-house.
Stéphane is one of our key players and
we want to recognize him because, far
too often, we forget those who work
behind the scenes!