THE ATTOFWEYGENEFCAL
WVILL WILSON
A-rroRNEY OENERAL
July 25, 1960
Hon. Zollie Steakley Opinion No. WW-895
Secretary of State
Capitol Ration Re: Whether the names of
Austin, Texas certain corporations or pro-
posed corporations indicate
or impIy a purpose to operate
a title Insurance company in
contravention of Art. 2,05A(2).
Texas Business Corporation
Act.
Dear Mr. Steakley:
You have asked this office the specific question, whether the
names of certain corporations or proposed corporations indicate or
imply a purpose to 0 erate a title insurance company in contraven-
tion of Article 2.05A P2). Texas Business Corporation Act, where the
purposes of such corporation or proposed corporation do not include
the operation of a titIe insurance company. The names are: Texas
Title Guaranty Co. Agency; Community Title Insurance, Inc.; State-
wide Abstract Title and Guaranty Company.
Article 2.05 of the Texas Business Corporation Act provides
in part as follows:
‘A, The Corporate name shal1 conform to the
following requirements:
“(1) It shall contain the word ‘corporation.’
‘company,’ or ‘incorporated,’ or shall contain an ab-
breviation of one of such words, and shall contain such
additional words as may be required by law.
“(2) It shall not contain any word or phrase
which indicates or implies that it is organised for
any purpose other than one or more of the purposes
contained in its articles of incorporation.”
In our opinion, the names “Ccmmuntty Title Insurance, Inc.“,
and “Statewide Abstract Title and Guaranty Company” do indtcate
and imply a purpose to operate a title insurance company in
Hon. Zollie Steahley, page 2 (WW-895)
contravention of Article 2.05A(2), above quoted, while the name ‘*Texas
Title Guaranty Co. Agency” is ambiguous in this respect, but violates
subsection (1) and (2) of Article 2.05A. The name “Texas Title Guaranty
Co. Agency’* primarily suggests acting as agent for another entity named
“Texas Title Guaranty Co.’ . However, if this be the construction intended,
the name would violate subsection (1) of 2.05A quoted above, since the
necessary wording is not used in the manner implfedly required by this
subsection - that is, in a manner which will help disclose that a business
is a corporation. Absent this construction, it is just as consistent to
reason that the name implies the engaging in the title guaranty business
and the business of acting as agent for a title guaranty company as to
reason that the name implies that such a company will act only as agent
for a title guaranty company. Hence, the name also violates subsection
(2).
It is evident the words “‘Community Title Insurance, Inc.” indi-
cate or imply a purpose to engage in the title insurance business. Llhe-
wise, the name “Statewide Abstract Title and Guaranty Company” indi-
cates or implies that such a company will engage in the business of making
title guaranties which amounts to the engaging in the title insurance busi-
ness. See definition “Guaranty Company,” Webster’s New International
Dictionary, Second Edition, p. 110; also Attorney General‘s Opinion No.
‘opw-440 and authorities therein cited.
SUMMARY
The names “Texas Title Guaranty Co.
Agency, ” “Community Title Insurance, Inc.,”
and “Statewide Abstract Title and Guaranty
Company” violate Article 2.05, Texas Busi-
ness Corporation Act.
Respectfully submitted,
WILL WILSON
Attorney General of Texas
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APPROVED: Aztistant Attorney General
OPINION COMMITTEE:
Gordon Cass. Acting Chairman
John Wildenthal
Bob Walls
Paul Floyd
REVIEWEDFORTHEATTORNEYGENERAL
BY: Leonard Passmore