Video Summary:

In this transcript from a video from Andy Gale from Gale & Vallance, a law firm based in Orange County, you’ll learn how to follow naming rules for architectural corporations in California. Andy explains the critical differences between general stock and professional architectural corporations, focusing on name format regulations, compliance requirements, and recent updates to the California Architects Board rules.

To learn more about how to follow naming rules for architectural corporations in California and ensure compliance, check out our detailed article on professional corporation name guidelines for architects.

Please note: this video does not constitute legal advice. We recommend consulting a licensed attorney for guidance specific to your case.

Transcript

00:00:00.160 – 00:00:14.799
In this video, we will talk about the name style rule you must follow when forming an architectural corporation.
I’m Andy, the Incorporation Attorney. Thanks for watching.

00:00:14.800 – 00:00:31.679
So you finally decided to form your architectural corporation.
One of the first things you must prepare are the Articles of Incorporation.
And of course, the Articles of Incorporation cannot be drafted until a name is chosen for your corporation.

00:00:31.680 – 00:00:53.280
Now unlike all of the other professions, architects are the sole group that may form either a general stock corporation or a professional corporation.
An important thing for you to know is that there are different rules for naming a general stock architectural corporation versus a professional architectural corporation.

00:00:55.840 – 00:01:59.439
Let’s first talk about the general stock architectural corporation.
If we’re talking about that kind of a corporation, the choice of name is pretty much up to you—so long as the name is not likely to mislead the public or resemble too closely some other corporate name already on file with the Secretary of State.
The name selected generally may not include words such as:

  • Bank

  • Trust or Trustee

  • Industrial Loan

  • Investment and Loan

  • Thrift

  • Cooperative or Olympic or Olympia

Now, prior to 2022, architects were prohibited from using the words “architect” or “architects” in the name of a general stock corporation.
Starting January 1, 2022, architects now may use the word “architect” or other similar wording in its business name.
In general stock corporations, the names selected need not include words that indicate corporate designation, such as Inc., Corp., or Limited, or other words indicating corporate status.

00:02:04.399 – 00:03:12.879
So now let’s turn our attention to professional architectural corporations, where the rule is a little bit more involved.
Special name style rules do apply to the name chosen for professional architectural corporations.

These corporate name requirements are regulated by:

  • The California Corporations Code

  • Business and Professions Code

  • The Code of Regulations

  • The California Architects Board

If you’re doing this legal work yourself, all of these sources must be checked to make sure that the particular corporate name that you’ve selected will satisfy the various requirements of the state codes and the agency rules.
I cannot tell you how many clients we’ve run across that have been forced to redraft all of their corporate formation documents simply because they did not follow the name style rules for their particular profession.
So don’t make that mistake.

It’s critical also to note that most state regulatory agencies take the position that it is unprofessional conduct not to follow the particular name style rule or name style rules for your profession.
This rule is particularly true for architects and the Board of Architecture.

00:03:12.880 – 00:03:39.680
It’s not a defense to an accusation brought against you by the board to say, “Hey look, I’ve seen other people do it, so I should be able to do it too.”
That’s kind of like if you were stopped by a highway patrol officer for speeding—it doesn’t matter how fast everybody around you is going when you’re the person that gets lit up by the red light.
Remember, it’s your professional license at risk.

00:03:40.959 – 00:04:11.000
So what are the name style rules for an architect—or more importantly—what are the name style rules for a professional architectural corporation?
The name of the professional corporation is restricted to the name or last names of one or more of the present, prospective, or former shareholders and shall include either the words “Architectural Corporation” or the word “Architect” or “Architects” and wording or abbreviations denoting corporate existence.
And you’ve got to follow that rule exactly.

00:04:12.319 – 00:05:00.240
So what are the key takeaways here?
Getting lost in the minutiae of name style rules for professional and general stock corporations is just one of the 49 different ways that you can get tangled up in the formation of your corporation if you try to tackle it yourself.
The key is to figure out which of the corporations you want to set up.
Is it going to be a general stock corporation, or is it going to be a professional corporation?

Now once you figure that out, the name style rules will flow from that decision.
I would strongly urge you to retain the services of a corporate attorney who specializes in the formation of corporations for professionals to make sure that you get this correct.

I hope this information helps your new practice get started off on the right foot.
I’m Andy, the Incorporation Attorney. Thanks a lot for watching.

Conclusion: How to Follow Naming Rules for Architectural Corporations in California

Whether you’re forming a general stock corporation or a professional architectural corporation in California, understanding and complying with the state’s specific naming rules is essential. This video from Andy Gale at Gale & Vallance has outlined the key differences and regulatory requirements for architects. If you’re unsure whether your proposed name meets legal standards, it’s highly recommended that you speak with a corporate attorney to avoid delays or compliance risks. Naming your firm the right way is the first step to building a reputable and law-abiding architectural practice.