Naming a nonprofit

Here are a few things to keep in mind when naming a nonprofit. The name must:

• Be distinct: It cannot be the same or very similar to the name of an existing organization. For example, another nonprofit, business, or even a trademark.
• Be specific: If the name is too general, it’s likely to be similar to another name.
• Not contain prohibited words. ONCA regulations do not allow nonprofits to use certain words in their name. For example, a nonprofit’s name cannot include:
  • Foundation or charity, if it’s not a charity.
  • Co-operative, condominium, and similar words that suggest that the nonprofit is governed by a law other than ONCA.
  • Canada or Ontario, if these words are used in a way to suggest that the nonprofit is a branch of the government.
  • College or University, if the words suggest that the nonprofit is licensed as a college or university. You need permission from the Minister of Colleges and Universities to include the words college and university in your name.
  • Obscene or offensive words in any language.
  • An individual’s name unless you have that person’s permission.
  • The word “Limited” or “ltd.”.
• Be 120 characters or less in length.

Section 2 of the Not-for-Profit Incorporator’s Handbook has all the rules you must follow when naming a nonprofit. It also includes a useful checklist of rules. The Ontario government also has special regulations about names.

Here are some ways to choose a name that is unique:

• Search the Canadian Trademarks Database of the Canadian Intellectual Property Office using different criteria for names similar to the one you want. This search is free.
• Pay a fee and get a NUANS (Newly Updated Automatic Names Search) Report. The report lists the names of other organizations, including corporations, partnerships, registered businesses, and nonprofits that are similar to yours. This search is run by a private company and is only valid for 90 days.
• Conduct internet searches so see what other names exist that might be similar to the name you want to use. This is also important as the names of unincorporated organizations, whether businesses or nonprofits, do not come up in the NUANS report as they are not registered.

To learn more about ONCA’s rules for nonprofit names see Part 2 of the Not-for-Profit Incorporator’s Handbook. The Ontario government also has special regulations about names.

A nonprofit can have more than one name. They can have an official name and a name they commonly use. The official name is called its corporate name and the commonly-used name is called its trade name or business name.

Your corporate name is your legal name. It must be used on all your nonprofit’s official business, legal documents and contracts, so it’s clear what organization the contract is referring to. It appears in searches of the Ontario Business Registry and on the articles of incorporation or in articles of amendment if the nonprofit changed their name before.

Your trade name or business name is the name your community knows you by. For example, it can be the name you use on your website.

A nonprofit’s trade name can sometimes be the acronym of its corporate name. For example, Nonprofit Law Ontario is a project of ONN. ONN is a trade name. The corporate name is Ontario Nonprofit Network.

Trade or business names must follow the Business Names Act. This Act says that trade names must be registered with the Ontario government. So, if your nonprofit wants to use a different name, such as your acronym, you must register that name with the Ontario government.

After you incorporate your nonprofit, you can register your trade or business name online through the Ontario Business Registry or by filling out a Register a Business Name for a Corporation – Business Names Act form.

Even though they include the word “business”, both the Business Names Act and the Register a Business Name for a Corporation – Business Names Act form apply to nonprofits.

Yes. ONCA allows a nonprofit to change its name. They can change their corporate name by filing articles of amendment with the Government of Ontario. But, your members must first approve of any change to your corporate name.

Members do not have to approve changes to a trade or business name and you do not need to file articles of amendment with the Government of Ontario.

To approve a corporate name change, members must pass a resolution at a members’ meeting by at least a two-thirds (2/3) majority vote. Or, they must pass a written resolution by unanimous consent, which means every member has to sign the resolution.

You must pass the resolution before filing articles of amendment.

You must also include an official NUANS report when filing your articles of amendment. If you do not submit the NUANS report, your articles of amendment will be rejected.

This page explains the different ways articles of amendment can be filed with the Government of Ontario.

Yes. Your nonprofit does not change; only the name of your nonprofit has changed.

Yes. Contracts signed in the nonprofit’s previous corporate name are valid, (see ONCA s.108(2)). The nonprofit is the same; just its name is different.

Many contracts also say what happens if a nonprofit’s name changes. For example, a contract may say that you have to tell the other party about the name change.

Incorporating a nonprofit gives you some rights. Other nonprofits and businesses cannot use your name.

This is why when you choose a name, you must file a NUANS report with the Ontario government and include your articles of incorporation, or articles of amendment if you are changing your name. The government checks the NUANS to make sure that your name is not the same or very similar to another name listed on the NUANS report.

But incorporating a nonprofit may not stop other people from trying to use your name or one that is very similar to yours.

You can also legally protect your name by applying for a registered trademark through the federal system at the Canadian Intellectual Property Office.

But the process to apply for a trademark is long and can be expensive. Once you have registered a trademark, it’s up to you to make sure people do not misuse your name. If you find someone using your name without permission, you’re responsible to take them to court to stop them from using it.