Getting Schooled in Company Filings

Today was supposed to be a day of celebration.  A day that we hoped we'd look at 20 years down the road and think "Man, what a day!  Imagine that's when it all started."  Today was the day that we were finally formally forming our company.  After a couple months of legal work, some back and forth between us, the lawyers, our accountants, and about twenty other people, we had our operating agreement hammered out, a check in hand, and we were headed to the Secretary of State's office to file.

We arrived, docs in hand, ready to file.  However, there was a slight SNAFU.  The name we had hoped to use was kind of, sort of, not really already in use.  However, as our lawyers told us a month ago "a corporate name may not be the same as, or so similar  as to be likely to be mistaken for THE NAME of any other existing corporation or other entity authorized to transact business in the Commonwealth or any reserved name."  You'd think that Massachusetts is filled with educated consumers who are not easily confused.  This is the home of Harvard, MIT, and 100 other schools.  Arguably one of the most educated places in the world.  Well, I'm here to tell you that the Secretary of State's Office does not think this is the case.  Apparently our name was too similar to another company name that operates in an entirely different line of work.  In our opinion, there would be NO confusion or case of mistaken identity.  In fact, a quick Google search of the other company returns nothing.  No website, no business description, no nothing.  The only was to find out what line of work they are in was to search for their state filing docs, and find out that they are in the business of loyalty programs.  This is a far cry from selling green and eco-friendly lifestyle and building products.

Unfortunately, there's no convincing the Secretary of State on this one.  We're flat out of luck.  I could go on and on how one is an "inc" and one is a "llc."  Or one spells their name with a "B - E" and not just a "B."  The businesses don't overlap.  Etc. Etc.  However, there's no sense in dwelling on it.  Fortunately, we have a Plan B, and if the Office didn't close at 4, we'd have already put it in place.  Tomorrow morning we head back to the Sec of State's office to make this thing legit.  Stay tuned.