10/02/2024
Pay attention if you are a business owner!!!
This post is necessitated by an uncomfortable experience I and one of my clients had recently. I want to educate others to avoid the same mistake. After all, what is the use of knowledge if it can’t be shared with others?
The only name you have the right to bear any time, anywhere, is your personal name. “Gladys Nworie, Emmanuel Uwakwe, or Emeka Ike” etc. Your can bear any of those names at the same time with millions of other persons. There are countless Ndubuisi Nwankwo, and we all are bearing it happily.
But you see that business name, that brand name? It can only be one in Nigeria. Not two. Not more. There can never be two “Emeka Logistics enterprise, Gladys Fantastic Makeup, Evergreen Engineering Consult, or Posh Properties Limited, etc.” Those brand names can only be one in Nigeria. If there is “Emeka Logistics Enterprise” already recognised by law, you will be putting yourself in trouble to run your business with such a name. You can be made to pay millions of Naira as damages to the owners of the already recognised “Emeka Logistics Enterprise.”
My client, who will be reading this post, reached to me to register a company for him.
After some minutes of discussion, on the phone, the deal was struck.
As I undertook to register the company for him, I told him the requirements. I told him that in accordance with the law, before the company would be registered, we would have to apply to the Corporate Affairs Commission (CAC) to reserve a name for the company. I told him he should provide me with two names, the first one would be the name he preferred the company to be registered with, the second would be the alternative name. I explained everything to him, “CAC may refuse to approve the registration of a name for many reasons: if another business or company has already been registered with such name, if another name similar to the one you want to register has already been registered, if CAC just considers the name inappropriate ... The reason for providing two names is so that if the first one is refused, the alternative name may be approved.”
In obedience to my instruction, he supplied me the first name (his preferred name) and asked for a time to think out the second one. He told me how much he loved that name, and that it is a name he has been doing business with for a long time. Everyone knew that name as his brand.
Truly, he was not exaggerating. Even his WhatsApp profile picture bears the name with the business logo. It was an already established name that everyone in the city knows. Very popular.
Unfortunately, while I applied for the reservation of the names, making his already established brand name (his preferred name) as the first option, CAC disapproved the two names. What happened? Other companies had been registered with those names.
My client was shocked and devastated at the same time. The name with which he has been doing business for long and which everyone knows him and his business with had been sn**ched away from him. From the official records I saw, the company was just registered in November last year. He couldn't believe it. But there was nothing I or anyone could do about it. It could be that someone who knows him well and how sweet and popular the name is decided to sn**ch it from him, knowing that it hadn’t been registered.
Well, the rest is history. We struggled until we were able to get another name approved for registration. But this time, it was no longer his favourite, as he has to start building the brand from the scratch.
I share this experience to enlighten others. While you build and promote that your brand name without having it registered, be mindful that someone somewhere is watching and preparing to sn**ch it from you. And there is nothing you can do about it. You can’t sue the person. In fact, the day he registers it he can sue you for what is called “Passing Off” in law and claim huge amount of money from you and at the same time stop you forever from associating such name with your business. The first to register is the owner, the other person is a thieve, stealing a brand. It doesn’t matter that he is the one that created the name from his brain.
Before I conclude, see another take-home: Under the law, you are allowed to use your unregistered business name (brand name) for only twenty eight (28) days. If you use “Evergreen Engineering Consult, Emeka Logistics Enterprise, or Gladys Fantastic Makeup” etc. for more than twenty eight days without having it registered, your are committing a serious crime and you can be arrested and prosecuted for it. This is the position of law in section 815 (1) and (7) of the Companies and Allied Matters Act (CAMA), 2020.
Again, every business you carry out with such an unregistered name is null and void and of no effect, so that anyone who made a business deal (contract) with you under the unregistered name may legally escape any liabilities (duties) imposed on him by the deal, because the business is null and void in the first place.
For more information and inquiries, you can always reach me by hitting my DM, or on 08160799342.
