Naming a Texas Corporation
Texas is known to be a very strict state in terms of corporate names. That is why we are providing you with this information in an attempt to teach our visitors and customers about the rules that determine name availability in the state of Texas.
The corporate name must include one of the following words or abbreviations: Company, Corporation, Incorporated, Co., Corp., or Inc.
Limited, Ltd., or Unlimited do not meet the statutory requirement of article 2.05. (See Texas LLC Names)
A corporate name may not include any word or phrase that implies a purpose not included in the articles of incorporation
Examples:
(1) Words appearing in a name that might imply an unlawful purpose are “accounting,” “auditing,” or “auditors,” which imply practice of accountancy in violation of TEX. REV. CIV. STAT. ANN. article 41a 1. The same applies to words or phrases that imply the practice of law (e.g., legal clinic), medicine, or the like.
(2) The word “insurance” must be accompanied by other words, such as “agency” or “services,” that remove the implication that the corporate purpose is to be an insurer.
(3) The words “Bail Bonds” and “Surety” generally imply an improper purpose and may not be used. Corporations with the powers implied by these words must be incorporated under the Texas Insurance Code.
(4) The words “Bank,” “Banking,” and the like, may not be used in a context which implies the purpose to exercise the powers of a bank. Further, the Texas Department of Banking must pre-approve use of the term “banc” as a word or part of a word. The Department of Banking can advise you on use of “bank” or “banc” and their derivatives.
(5) The word “Trust” may not be used without the prior approval of the Texas Department of Banking (Texas Trust Company Act).
(6) Words like “Co op,” “Cooperative,” and the like, may not be used because all cooperatives are formed under specific enabling statutes and are otherwise governed by the Texas Non Profit Corporation Act.
(7) It is a violation of the Texas Engineering Practice for a corporation to use the words “Engineer” or “Engineering” in its name unless it is engaged in the practice of engineering and its engineering services are performed by or under the supervision of a registered engineer. If this requirement is ignored, the Texas State Board of Registration for Professional Engineers will compel the corporation to change its name shortly after articles of incorporation are filed.
(8) A corporation that uses the words “Architect,” “Architecture,” “Landscape Architect,” “Landscape Architecture,” or “Interior Design” in its corporate name should determine from the Texas Board of Architectural Examiners whether such use is in violation of the statutes or rules applicable to the licensing of architects or interior designers.
(9) The Texas Education Code prohibits the use of the terms, “college,” “university,” “seminary,” “school of medicine,” “medical school,” “health science center,” “school of law,” “law school,” and “law center.” If a proposed name includes these terms, or terms of similar meaning, whether in English or another language, the entity must obtain the prior approval of the Texas Higher Education Coordinating Board.
(10) The word “savings” may not be used to indicate or imply that the business done is the type of business carried on or transacted by a Savings and Loan Association.
c. A corporate name shall not contain the word “lottery”.
d. State and federal laws generally preclude the use of the words “olympic,” “olympiad,” “olympian,” or “olympus” unless authorized by the United States Olympic Committee.
e. The TBCA provides that a corporate name cannot be the same as, or deceptively similar to, or similar to, that of an existing domestic corporation, limited partnership, limited liability company, or the name of a foreign corporation, limited partnership, or limited liability company authorized to transact business in Texas, or a corporate, limited partnership, or limited liability company name reservation or name registration.
A corporate name may be similar if a letter consenting to use of a similar name is obtained from the entity deemed to have the similar name. The letter of consent should be an unrestricted authorization for use of the name. The letter should be signed by a corporate officer, a limited liability company manager or member, or a general partner of a limited partnership and sent to the secretary of state with the articles of incorporation.
Please note that a letter of consent is an option with similar names only. If a name is the same as, or deceptively similar to, that of an existing entity, the name will not be filed under any circumstances.
f. A name should contain only symbols that are found on a standard computer keyboard. Distinctions between upper and lower case letters are ignored; The Texas corporate records carry names in all capital letters. Subscripts, as in chemical formulas (h2o), or superscripts and other mathematical symbols cannot be entered at their records.
g. The secretary of state determines whether a proposed corporate name is available in accordance with the rules on name availability adopted and filed in accordance with the Administrative Procedure Act.
h. The proposed name is entered into the computer system to search for active corporations, limited liability companies and limited partnerships with phonetically similar names. The computer will produce a list of up to 72 entities with similar names. The document examiner then decides whether the proposed name is the same as, deceptively similar to, or similar to that of an existing entity.
I. Issuance of a certificate of incorporation does not authorize the use of a corporate name in this state in violation of the rights of another under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business or Professional Name Act, or the common law.
Active Filings will perform a non binding preliminary name check as a part of our incorporation services in Texas. If the name is not available we will contact you to request more alternatives until the name is finally accepted.
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