Legal Question in Business Law in Washington

Company using Inc. in its name not incorporated

I have a contract with a sercurity company that is using ''Inc.'' in its name on the contract as well as on its website. I checked with the secretary of state and this company has never been incorporated and in fact only has a couple of employees. Would using ''Inc.'' in the name be fraud?

Asked on 6/16/08, 7:05 pm

3 Answers from Attorneys

Scott Wolfe Jr. Wolfe Law Group, LLC

Re: Company using Inc. in its name not incorporated

The short answer to your question is "yes," it COULD be fraud. However, that is not always necessarily so.

First, where is the company from? If the company is out of state (meaning they are not in Washington), they may actually be a properly registered corporation in their state of residence.

Whether they should or should not be registered to do business in WA is another question, and sometimes a complicated question - but the failure to register in WA may not be tantamount to fraud.

If they are indeed "pretending" to be a Inc., they may be committing a fraud. The question then becomes (1) have you been damaged by the misrepresentation; and (2) if so, how, how much, etc.

Good luck.

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Answered on 6/16/08, 7:11 pm
Susan Beecher Susan L. Beecher, Atty at Law

Re: Company using Inc. in its name not incorporated

It is misrepresentation for the company to imply that it is a corporation if it is not. However, there is a possibility that the company is incorporated in another state and has only failed to name a registered agent in Washington State.

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Answered on 6/16/08, 7:13 pm
Amir John Showrai The Pacific Law Firm, PLLC

Re: Company using Inc. in its name not incorporated

I agree with what others have said so far in response to this post and only add that it could be either fraud or misrepresentation, depending on the facts of your case. If I were your lawyer, I'd want to know why this matters?

Have they caused you some damage or are you miffed that their name doesn't add up. If you have suffered some damage beyond something nominal, and part of the reason you hired them was that you believed they were a big corporation, then you may want to consult with an attorney.

If you have no real damages so far, and you are just inquiring to see what's going on and what your rights are, then great.

If you want to sue them for some damage they've cause you and you were misled into signing up for a long term security contract that you also want to get out of, then do yourself a favor and get in touch with an attorney to at least pay for a consultation to determine your legal rights (after going over all the details of your case) and to get an idea of what you may expect to recover, assuming you prevail, and what it will cost in attorney's fees and other legal costs to do this.

Best of luck!

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Answered on 6/16/08, 8:48 pm

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