Using a corporation's name before it is filed with the state

[dexor1]

Jurisdiction

Florida

Hi,
a friend is going to start a corporation in Florida. He already has an appointment with a lawyer, who will set up the company in the next days. My friend just told me, yesterday he sent out a few hundred advertising letters to potential clients, with the prospective Corporation's name, logo and phone number.
He does not see any problem with it. He says, there are no deals being made before the corporation is completely filed with the state. I think, it could be a problem, since he uses a (currently) not existing entity to do advertising.
Could this become a legal issue? What do you think?

 

[zddoodah]

Yes, it could, possibly. Or maybe not.

 

[adjusterjack]

If you want to go by the letter of the law he is operating as DBA XYZ Corporation and, as such, is required to register that fictitious name with the FL Div of Corporations:

Florida Fictitious Name Registration - Division of Corporations - Florida Department of State

 

[army judge]

He already has an appointment with a lawyer, who will set up the company in the next days.

Your friend is very wise to engage the services of an attorney.

He's probably a very astute, clever business person.

I bet his business will do very well, and your friend will grow even wealthier than he is today.

 

[Tax Counsel]

If you want to go by the letter of the law he is operating as DBA XYZ Corporation and, as such, is required to register that fictitious name with the FL Div of Corporations:

No, what he's doing is representing to people that the ads are coming from a corporation — one that does not yet exist. Whether that representation might cause him trouble depends on what happens between now and when the corporation is finally organized and ready to start business.

 

[flyingron]

I agree with TC. You may not use the word "Corporation," "Company," (other than as "and Company"), or "Inc." on a business that is not a corporation. A fictitious name (DBA/TA) filing will not fix this.