Atty. Jose Ramon R. Remollo

June 5, 1995 Atty. Jose Ramon R. Remollo Remollo Martinez & Associates Law Offices 5th Flr.,Valderama Building 107 Esteban St.,Legaspi Village, Makati, Metro Manila S i r : This refers to your letter of May 29, 1995 requesting this Commission to allow your client, a non-stock/non-profit entity in the process of incorporation to use the corporate name " Asian Center For Mission, Inc ." As stated, a corporation bearing similar name, " Asian Center For World Mission, Inc ." is already registered with the Commission. However, the same has not been in operation for the past years and has waived its right thru a Board Resolution to question the use of said similar name as evidenced by a Secretary's Certificate dated May 22, 1995. Hence, your present request. It has been a long standing policy of the Commission to disallow the use of proposed corporate name which appears to be confusingly similar to that of the registered name of an existing entity already protected by law. This policy finds support on the following provision of the Corporation Code of the Philippines: "SECTION 18. Corporate name . No corporate name may be allowed by the Securities and Exchange Commission if the proposed name is identical or deceptively or confusingly similar to that of any existing corporation or to any other name already protected by law or is patently deceptive, confusing or contrary to existing laws. When a change in the corporate name is approved, the Commission shall issue an amended certificate of incorporation under the amended name." (Emphasis supplied) The foregoing provision establishes the general rule that no two identical or confusingly similar corporate names shall be allowed. Said provision seeks to avoid a situation wherein any corporation could adopt at pleasure the name of another corporation resulting in confusion thereby opening the door to fraud and difficulty in identifying corporations . Adequate measures are observed by the Commission in order to protect prior registered corporate name from undue infringement by others and the public from being confused. Thus, under the "SEC Guidelines in the Approval of Corporate Names and Partnership Names" it is provided that: "b. The name must not tend to mislead or confuse the public; ... c. The name should not be similar to one already use by another corporation or partnership. If the proposed name contains a word similar to a word already used as part of the firm name or style of a registered company, the proposed name must contain two other words different from the name of the company already registered." (Emphasis supplied) LibLex Accordingly, if there is already an existing corporation or partnership bearing the same or similar name, the Commission, pursuant to the above provisions and having due notice of such prior registration, shall refuse the registration of any other corporation or partnership bearing the same or similar name. In the present case, mere authority from the existing corporation to the use of the proposed name is of no moment and does not serve the intended purpose of law which is to prevent confusion by the public. The Law does not only protect prior registered corporations, but also the public in general. The adoption of the above similar name would likely cause confusion in the minds of the public regarding the identity of said corporations in the event the dormant corporation would re-activate, inasmuch as the dominant words in the names are very closely similar and this probable confusion may be aggravated by the fact that the corporations may also have similar objectives. Unless therefore you comply with the above SEC Guidelines which require proposed corporate name to contain two other words different from the existing registered name, or unless the latter corporation abandons the use of the name by dissolving the corporations the Commission regrets that it cannot grant your request. LibLex Very truly yours, (SGD.) FE ELOISA C. GLORIA Associate Commissioner