Choosing a business name is something that founders agonize and obsess over. Unfortunately, the same care and attention is not always spent on protecting that name once it has been chosen. This article explains why Canadian companies are required to obtain a “NUANS” search when incorporating.
The NUANS search is widely misunderstood. Founders seem to think a NUANS search ensures their corporate name is protected because it identifies any similar names already registered with the government. However, the NUANS search has nothing to do with protecting your business name from competitors or anyone trying to capitalize on your hard-earned success. The NUANS search only ensures that your corporation can be easily contacted by the government or the public. It is not intended to provide any meaningful protection to your brand.
Getting a NUANS Search and Registering Your Business Name
When you incorporate a new business in Canada (which you can easily and affordably do on Law Scout), you are required to obtain a NUANS search (a clunky acronym standing for “Newly Upgraded Automated Name Search”). This search, which costs from $25 to $50, cross-references your chosen corporate name against other registered business names. So long as your name is not identical or highly-similar to an existing company, your business name is likely to be approved for the purpose of incorporating a company. No one in the future will be permitted to incorporate under that name.
A NUANS search is also jurisdiction-specific. When incorporating provincially, the NUANS search will have to be specific (or “biased”) for one province. If incorporating federally in Canada, the NUANS search will be applicable to the entire country. Whether you have conducted a name search at a federal or provincial level, you should not assume that you are obtaining protection for your name just because there is no currently registered business using that name.
NUANS searches relate to the registered corporate name of your business, not the name you are using to actually operate your business. Once incorporated, you do not necessarily need to conduct business under the name of your corporation. The operating name of a business is often completely different than the corporate name. So in each province there’s an entirely different process for registering the operating name of a corporation — which does not require a NUANS search.
Registration and protection are two different concepts. Because a NUANS search does not relate to the operating name of a business, it is crucial to remember that registration is NOT a form of protection.
Beyond Registration: Protecting Your Name
Your operating name, and any logos or slogans associated with that name form part of your company’s intellectual property. These are the distinctive elements that set you apart in the marketplace. Because it has taken you so long to develop these elements of your brand identity, you are entitled to intellectual property protection. And there is really only one way to protect your brand: through registering a trademark.
So before you decide on an operating name and before you decide to incorporate, and surely before you pay for a NUANS search, you can easily search Canada’s trademark database for free.
While a NUANS search is a required element of incorporating your business, a trademark search can provide much more insight on what brands are operating with similar names in the country. If someone has trademarked a similar name, remember that unlike a registered corporate name a trademark is legally protected. Avoid potential conflicts in the future by steering clear of anything similar or likely to be confused with your name. Once you have trademarked your name, you can expect the same courtesy from others or rely upon the Trade-marks Act for protection.
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