Torres & Sy Law Offices

July 19, 1996 Torres & Sy Law Offices 3/F Esteban Bldg.,Lacson St., Bacolod City 6100 Attention : Atty . Jayme A . Sy, Jr . S i r : This refers to your letter dated June 27, 1996, requesting opinion on whether the name "Torres & Sy Law, Inc." or "Torres & Sy Law Corporation" can be used as a corporate name of a corporation which will not engage in the practice of any profession, but will operate a holding company or engage in business ventures. Section 18 of the Corporation Code provides: "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 deceptive corporate or partnership name shall be allowed. Thus, corollary thereto, the "SEC Guidelines in the Approval of Corporate Names and Partnership Names" provides: "xxx xxx xxx. b. The name must not tend to mislead or confuse the public ;..." (Emphasis supplied) Accordingly, the use of the word "Law" as part of the above corporate name should be disallowed as the same appears to be deceptive since the public could be misled to believe that the corporation would be engaging in the practice of the law profession. LexLib Very truly yours, (SGD.) FE ELOISA C. GLORIA Associate Commissioner