3. Name Requirements
Business names must comply with naming requirements under the Partnership and Business Names Act and the Partnership and Business Names Regulations. To apply these statutory rules, it is helpful to keep in mind that a name should be distinctive and descriptive and that a proposed name must:
- not be “too general”. This means the name should contain descriptive and distinctive elements to identify the entity. This requirement exists to ensure two entities are not similar; potentially leading someone to believe that the entities are related or the same, or to prevent others from using common words used by already registered entities. Names can be considered “too general” if they are missing distinctive or descriptive elements to clearly distinguish the entity. In determining if a name is distinct, clients can consider conducting preliminary searches in advance of a reservation, free of charge, using CROS to determine if a similar entity has already been registered.
- not contain any prohibited terms. For example, be obscene, scandalous, illegal or immoral.
- not be contrary to the public interest.
- not be only descriptive of the quality, function or other characteristics of the goods or services in which the entity deals or intends to deal.
- not be primarily the surname of an individual who is living or has died within 30 years.
- not suggest governmental or institutional sponsorship or control, unless authorized.
Some helpful tips to consider when proposing a name are:
- Does the proposed business name clearly distinguish the business from any other business?
- A business name will not likely be distinctive if it only describes the activities, the goods and services or the characteristics of the goods and services of your entity.
- Sometimes business are commonly known by colloquial abbreviations or shortened versions of a legal name, but this is distinct from their actual (complete) legal name.
- Use of the word “Aurora” is often considered too general because of the saturated use of the word in businesses use in the Northwest Territories.
- Creativity can be used in a business name, for example, invented words used with a descriptive element or combining words that alone in isolation could be considered too general.
- Languages other than English can be used in a business name, but the regulations still apply.
Below are examples to help illustrate what are, or are not, business names that comply with the statutory requirements.
|ABC Services||ABC Building Supplies|
|ABC||ABC Building Supplies|
|Smart||Smart Office Services|
|Superior Coffee||Yellowknife Superior Coffee Cafe|
|The Group||Northern Investment Group|
|General Contractors||Yellowknife General Contracting and Construction|
|RevedUP||RevedUP Automotive Detailing|
|The Brewery||Dogsled Brewery and Bar|
|Cleaning Services||Ashley’s Residential Cleaning Services|
|Payment System||Squaredup Payment System|
|Legal Services||North of 60 Legal Services|
|Cooper & Sons||Cooper & Sons Accounting|
|IBM||International Business Machines|
|Disney||The Walt Disney Company|
|A Construction||Alpha Construction|
|Petits gâteaux au chocolat||La reine des petits gâteaux au chocolat|
Please keep in mind that a business name is not the same concept as trademarks, intellectual property, advertising, or branding activities of an entity. Terms such as “Purex”, “Kleenex”, “Peloton” for example, do not register as a business name in the Northwest Territories because such words are a branding tool or product for their entity. In these types of examples, business is not conducted under the brand name, but an entity’s legal name.
If an entity is uncertain if a proposed name complies with the statutory requirements they can consider consulting a lawyer who can provide a legal opinion if a proposed name complies with the law in the Northwest Territories. Staff in the Corporate Registry are not permitted to provide legal advice in selecting a proposed business name.
Once a proposed name is submitted for registration, it will be reviewed by staff in the Corporate Registry. In determining if a proposed name complies with the law, the staff may, without limitation consider the following factors:
- the distinctiveness of the name or any element of it and the extent to which the name has become known;
- the length of time the name has been in use;
- the nature of the business carried on under or associated with the name, including the likelihood of any competition among businesses using such a name;
- the nature of the trade with which a name is associated, including the nature of the goods or services and the means by which they are offered or distributed;
- the degree of similarity between the name and another name in appearance or sound;
- the geographic area in the Northwest Territories in which the name is likely to be used.
If there is doubt as to the appropriateness of the proposed name, staff may suggest to the registrant that the proposed name be altered or amended in order to comply with the statutory requirements. In addition, there may be a requirement to obtain the consent of an existing registered entity if there are similar business names.