Legal Blog

Name Report

Corporations, particularly one-person corporations, can be very sloppy with the use of their names. In Turi v. Swanick (2002), 61 O.R. (3d) 368 (S.C.J.) a sloppy use of the corporate name resulted in the incorporator being held liable to a supplier to the corporation. The incorporator then commenced an action against the incorporating lawyer for failing to advise him of the consequences of the incorrect use of the name.

PYA

The judge found that the lawyer had advised the incorporator to use the correct corporate name but did not advise him of the consequences of not doing so. Accordingly, the judge held the lawyer liable for the incorporator’s losses.

We will discuss this case more fully in our next newsletter. In the meantime, amend your standard form corporate reports right now. Ensure that you not only advise the incorporators to use the correct corporate name but also advise them of the consequences, including personal liability, if they do not.