Business Names Registration Regulation

Business Names Registration Regulation, M.R. 381/87 R The Business Names Registration Act , C.C.S.M. c. B110 Regulation 381/87 R Registered November 13, 1987 bilingual version (HTML) Table of Contents Section PART 1 GENERAL PROVISIONS 1 Definition 2-7 Repealed 8 Application 8.1 Registration of limited liability partnerships 9-11 Content of names 12 Reservation of name 12.1 Publication of notices PART 2 EXTRA-PROVINCIAL REGISTRATIONS 12.2 Definitions 12.3 Designated jurisdictions 12.4 Information-sharing 12.5 Registration of extra-provincial partnerships from New West Partnership jurisdictions 12.6 Exemption from fees PART 3 FEES 13 Fees Schedule  Repealed PART 1 GENERAL PROVISIONS Definition 1 In this regulation, "Act" means The Business Names Registration Act . M.R. 214/92; 16/93; 80/2019 2 [Repealed] M.R. 214/92; 16/93; 80/2019 3 [Repealed] M.R. 80/2019 4 to 6 [Repealed] M.R. 16/93; 80/2019 7 [Repealed] M.R. 54/2003 ; 80/2019 Application 8(1) In any application filed with the Director the name of the business shall be printed in block capital letters. 8(2) Where the business name has been set out in two language forms, one language form shall be a direct translation of the other language form, although minor changes may be made to ensure that the name is idiomatically correct. 8(3) The following documents shall accompany any application for registration or change in business or firm name under the Act: (a) an original Manitoba biased or weighted computer printed search report from the automated name search system maintained by the Department of Consumer and Corporate Affairs, Canada, dated not more than 90 days prior to the submission of the application, and issued at the request of the Manitoba Corporations Branch; and (b) any consent, or consent and undertaking, or other document required by the Director. 8(4) Where a proposed name is in more than one language form, and the forms of the name are phonetically dissimilar, a separate printed search report fulfilling the requirements of clause 3(a) shall be provided for each form of the name. 8(5) Subsection (3) applies to an application for renewal of a registration if it is filed after 180 days from the dissolution or expiration of the registration. 8(6) No name that is identified in a computer printed search report as a proposed name shall be used as a business name by a person other than the one who proposed the name unless a consent in writing has been obtained from the person who first proposed the name. Registration of limited liability partnerships 8.1(1) In addition to the information required by subsection 8.1(1) of the Act, a declaration to register as a Manitoba limited liability partnership shall include (a) the name and residential address in or out of Manitoba of a second partner of the Manitoba limited liability partnership; and (b) any other information that the Director requires. M.R. 27/2003 8.1(2) In addition to the information required by subsection 8.1(2) of the Act, a declaration to register as an extra-provincial limited liability partnership shall include (a) the name and residential address in or out of Manitoba of a second partner of the extra-provincial limited liability partnership; and (b) any other information that the Director requires. M.R. 27/2003 Content of names 9(1) A business name shall not be (a) too general; (b) only descriptive, in any language, of the quality, function or other characteristic of the goods or services in which the business deals or intends to deal; (c) primarily or only a single name or surname used alone of an individual; or (d) primarily or only a geographic name used alone; unless the proposed name has become established, by a long and continuous use prior to the date of filing the application for registration or change of business name, or the proposed business name has through use acquired a meaning which renders the name distinctive. 9(2) In subsection (1), when determining whether a name is distinctive, the name as a whole and not only its separate elements shall be considered. 9(3) A business name shall not be primarily or only a combination of punctuation marks or other marks that are permitted under subsection 11(6). 9(4) A business name shall not contain a word or expression, an element of which is the family name of an individual, whether or not preceded by his given name or initials, unless the individual, his heir, executor, administrator, assign or guardian consents in writing to the use of his name. 9(5) Subsection (4) does not apply where the person that will use the proposed name is the successor or affiliate of a person that has, as an element of its name, the family name, if (a) such person consents in writing to the use of the name; and (b) where the proposed name would contravene the provisions of the Act, the person undertakes in writing to dissolve forthwith or change its name to some other name that complies with the Act before the person proposing to use the name commences to use it. 9(6) No word or expression that is obscene or connotes a business that is scandalous, obscene or immoral, or that is otherwise objectionable on public grounds shall be used in a business name. 10(1) Except with the prior approval of the Director, a business name shall not begin with the word "Manitoba" unless the name has become established by a long and continuous prior use. 10(2) Except with the prior approval of the Director, the word "Manitoba" or the abbreviation "Man." shall not be used in a business name if the word or expression would suggest or imply a connection with government. 10(3) Except with the prior approval of the Director, the word "Manitoba" or the abbreviation "Man." shall not be used in the name of a business registered other than under the laws of Manitoba. 10(4) The name of a business to be renewed shall be disapproved if it is confusing with a name acquired by another person between the date of dissolution or expiration of the registration, and the date of renewal of registration. 10(5) No word, expression, or abbreviation thereof, the use of which is prohibited or restricted under an Act or regulation of the Parliament of Canada or a province or territory of Canada, unless such restriction is satisfied, shall be used in a business name. 11(1) The following words and expressions shall not be used in a business name: (a) "college", "institute", or "university", if the word would lead to the inference that the body corporate is a university, college of applied arts and technology or other post-secondary educational institution, except with the approval of the minister; (b) digits or words which would lead to the inference that the name is a number name under subsection (5); (c) any word or expression that would lead to the inference that the business is not a particular type or class of business to which the Act applies; (d) "association" or "society"; (e) a word or expression that suggests that a business is sponsored or controlled by, or is associated or affiliated with a university or an association of accountants, architects, engineers, lawyers, physicians, surgeons or any other professional association recognized by the laws of Canada or a province or territory of Canada, except with the consent in writing of the appropriate authority, university or professional association. 11(2) For the purposes of subsection 12(2) of the Act, a word or expression is deceptively misdescriptive if it misdescribes, in any language, (a) the business, goods or services in association with which the business name is proposed to be used; (b) the conditions under which goods or services will be produced or supplied or the persons to be employed in the production or supply of those goods or services; or (c) the place of origin of those goods or services. 11(3) The addition or deletion of punctuation marks does not make a name different, but a name is not the same for the purposes of the Act or this regulation if words, numerals, or initials are added, deleted or substituted. 11(4) Where the name of a business to be registered is the same as or similar to the name of any known body corporate, association, partnership or individual, whether in existence or not, so as to be, in the opinion of the director, likely to confuse or mislead, the name of the business to be registered shall contain such variation from that of the known body corporate, association, partnership or individual as the director determines. 11(5) Where a business acquires as its name, a designated number, such name shall consist of the file number assigned to it by the director followed by the word "Manitoba". 11(6) For the purposes of subsection 12(1) of the Act, the following punctuation marks and other marks are the only ones permitted as part of the name of a business: ! " # $ % & ' ( ) * + , - . / : ; ? [ ] \ . 11(6.1) The Director may record the character "Œ" as "OE" in a record prepared or maintained by the Director. M.R. 27/2003 ; 24/2020 Reservation of name 12(1) A request to reserve a proposed business name shall be in the form and contain the information that the Director requires. 12(2) The use of a business name is the sole responsibility of the registrant and the reservation of a name by the director does not relieve that person from the obligation of ascertaining that the name is not the same as or confusingly similar to that of an existing person, business, association or trade mark. 12(3) The reservation of a business name by the director is only the withholding of the availability of that name from use by another, and is not an undertaking that the name will be available upon registration. M.R. 78/2001 Publication of notices by the Director 12.1(1) In this section, "Internet" means the open and decentralized global network connecting networks of computers and similar devices to each other for the electronic exchange of information using standardized communication protocols. 12.1(2) For the purposes of subsection 3(3), subsections 4(1.1), (2.1) and (3.1), subsection 8(1.1) and subsection 17(4) of the Act, a notice that the Director is required to publish under any of those subsections (a) shall be published on the Internet at the Government of Manitoba web site; and (b) must not be removed from the Internet until at least three months after it is first available there. 12.1(3) For the purposes of clause (2)⁠(b), a notice shall not be considered to have been removed from the Internet only by reason of interruption of Internet service, whether the interruption is on the client side or the server side. M.R. 44/2002 ; 27/2003 PART 2 EXTRA-PROVINCIAL REGISTRATIONS Definitions 12.2 The following definitions apply in this Part. "MRAS" means the multi-jurisdictional registry access service and includes a service that may replace it. (« SARM ») "New West Partnership jurisdiction" means (a) Alberta; (b) British Columbia; and (c) Saskatchewan. (« autorité législative visée par l' Accord commercial du nouveau partenariat de l'Ouest  ») M.R. 24/2020 Designated jurisdictions 12.3 The New West Partnership jurisdictions are designated as designated jurisdictions for the purpose of section 20.1 of the Act. M.R. 24/2020 Information-sharing 12.4(1) The Director may make information or a document collected by the Director for the purposes of the Act or this regulation accessible on or through MRAS or share the information or document with an extra-provincial registrar. 12.4(2) For the purpose of discharging the Director's powers, duties or functions under the Act or this regulation, the Director may (a) access information or a document that is accessible on or through MRAS; or (b) request information or a document collected by an extra-provincial registrar from that registrar. M.R. 24/2020 Registration of extra-provincial partnerships from New West Partnership jurisdictions 12.5(1) Despite subsection 2(1) of the Act, an extra-provincial partnership that is formed under the laws of a New West Partnership jurisdiction and that seeks to register in Manitoba must do so in the manner required by the Director. 12.5(2) The extra-provincial partnership is exempt from subsections 4(1) and 8.1(4) to (7) of the Act. Instead, the registration of a partnership to which this section applies remains valid until it is cancelled. M.R. 24/2020 Exemption from fees 12.6 An extra-provincial partnership formed under the laws of a New West Partnership jurisdiction is not required to pay a fee set out in section 13, except for a fee imposed under clause 13(i), (l), (m), (n), (o), (p), (r) or (s). M.R. 24/2020 PART 3 FEES Fees 13 The following fees are payable under the Act: (a) registration of a business or firm name — $60; (b) registration of a limited partnership — $350; (c) registration of a limited liability partnership — $350; (d) dissolution — $60; (d.1) cancellation of registration of an extra-provincial partnership — $60; (e) change or alteration in membership — $60; (f) change in capital contributed by a limited partner — $60; (g) change in business or firm name — $60; (h) renewal — $60; (i) personal search of each file — $7; (j) and (k) [repealed] M.R. 24/2020 ; (l) certified copy of any document — $20; (m) photocopy of any document — $15; (n) certificate of status — $40; (o) certificate of search — $40; (p) request to reserve one name — $45; (q) filing power of attorney — $40; (r) facsimile transmission of the contents of a file or part of a file — $5; (s) file summary — $5; (t) fee for expedited service [not applicable to items (i), (o), (r) and (s)] — double the usual fee to a maximum of $200 more than the usual fee. M.R. 214/92; 123/94; 78/2001 ; 44/2002 ; 82/2002 ; 27/2003 ; 88/2004 ; 81/2013 ; 93/2018 ; 24/2020 SCHEDULE [Repealed] M.R. 60/91; 16/93; 78/2001 ; 54/2003 ; 145/2010 ; 80/2019