The NUANS Report
Under the Ontario Business Corporations Act and regulations, a NUANS report must be submitted with the Articles of Incorporation or Articles of Amendment to ensure that the Articles will be issued. A NUANS report is a report prepared by an authorized issuer from a computerized database maintained by the Federal government. It will show Canadian Provincial and Federal corporate names, trade styles and Canadian-registered trade marks that are identified as the same or similar to the proposed name. A study of the report with legal counsel will assist to ensure, as far as possible, that the desired name will not conflict with existing names or trade marks in the marketplace where, again, the possibility of market confusion may arise. In this regard, using a name similar to another in the marketplace for a completely different product will likely not raise an issue, but businesses still should be cautious: using a very famous corporate name or trade mark may still get a company in trouble.
It will not always be possible from the NUANS report to know what business another company engages in and also, the NUANS report and the databases it is derived from are subject to inherent limitations which sometimes make them incomplete. Still, with the market knowledge of the client, perhaps supplemented by online business searches using Google and similar functions, a reasoned decision can be made whether a proposed name is likely to be safe. In practice, this should go a long way to reducing the risk of choosing a name that trenches on third party rights.
The NUANS database does not include names of (non-Canadian) corporations doing business outside of Canada except for corporations which have obtained an extra-provincial license to carry on business in a particular province or territory. Similarly, American or other foreign-registered trademarks will not appear in the NUANS. Therefore, for example, if a Canadian company wishes to change its name and has a subsidiary operating in the United States, it will be prudent to have U.S. legal counsel check in advance that a name similar to that which the parent wishes to adopt can be adopted with safety in the United States.
If you require assistance in selecting a corporate name for your business, contact us.