DOCTRINE OF SECONDARY MEANING

- Under this doctrine, a word, phrase, which is originally incapable of exclusive

appropriation because the word or phrase is geographic or otherwise
descriptive

Additional Readings:

Guidelines and Procedures on Use of Corporate and Partnership

Names

a. Capital, Authorized Capital, Subscribed Capital, Paid-Up

Capital.

CAPITAL STOCK
- Mandatory to state the authorized capital stock, the number of shares into
which it is divided and the par value of the shares.
PAID-UP CAPITAL
- That portion of the authorized capital stock that has been subscribed and
paid.

2.01. Commencement of Corporate Existence,

Corporate Term and Promoters
Sec. 19. Commencement of corporate existence. - A private corporation formed or
organized under this Code commences to have corporate existence and juridical personality and
is deemed incorporated from the date the Securities and Exchange Commission issues a certificate
of incorporation under its official seal; and thereupon the incorporators, stockholders/members and
their successors shall constitute a body politic and corporate under the name stated in the articles
of incorporation for the period of time mentioned therein, unless said period is extended or the
corporation is sooner dissolved in accordance with law.

CORPORATE TERM – Sec 11

PROMOTERS – contracts entered into by the promoter may, in certain cases, bind a
corporation. The GR, however, is that the acts of the promoter are not binding on the
corporation that will be organized.
- Under the Securities Regulation Code, promoters are persons who, acting alone or with
others, take initiative in founding and organizing the business or enterprise.
PROMOTIONAL ACTIVITIES INCLUDE

1. Discovery
2. Investigation
3. Assembly