G.R. No. 101897. March 5, 1993. LYCEUM OF THE PHILIPPINES, INC., petitioner, vs.

COURT OF APPEALS, LYCEUM OF APARRI, LYCEUM OF CABAGAN, LYCEUM OF CAMALANIUGAN, INC., LYCEUM OF LALLO, INC., LYCEUM OF TUAO, INC., BUHI LYCEUM, CENTRAL LYCEUM OF CATANDUANES, LYCEUM OF SOUTHERN PHILIPPINES, LYCEUM OF EASTERN MINDANAO, INC. and WESTERN PANGASINAN LYCEUM, INC., respondents. FACTS: The Lyceum of the Philippines, Inc. is an educational institution duly registered with the Securities and Exchange Commission, using said corporate name since its first registration with the latter. LPI commenced in the SEC a proceeding against Lyceum of Baguio, Inc. to require it to change its corporate name and to adopt another name not similar to or identical with that of LPI. Associate Commissioner Julio Sulit held that the corporate name of LPI and LBI were substantially identical because of the presence of a "dominant" word (Lyceum), the name of the geographical location of the campus being the only word which distinguished one from the other. The SEC also noted that LPI had registered as a corporation ahead of LBI and ordered the latter to change its name to another name "not similar or identical with" the names of previously registered entities. LBI assailed the SECs order before the Supreme Court, which denied the same. Armed with said SC resolution, LPI wrote to all the educational institutions it could find using the word "Lyceum" as part of their corporate name, advising them to discontinue such use of "Lyceum". LPI claimed proprietary right over the word Lyceum and instituted proceedings before the SEC to compel Lyceum of Aparri, Lyceum of Cabagan, Lyceum of Camalanuigan, Inc., Lyceum of Lallo, Inc., Lyceum of Tuao, Inc., Buhi Lyceum, Central Lyceum of Catanduanes, Lyceum of Southern Philippines, Lyceum of Eastern Mindanao, Inc., and Western Pangasinan Lyceum, Inc., also educational institutions, to delete the word "Lyceum" from their corporate names and to permanently enjoin them from using "Lyceum" as part of their respective names. The SEC hearing officer ruled in favor of LPI, relying upon the SECs ruling in the LBI case and holding that the word "Lyceum" was capable of appropriation, LPI having acquired an enforceable exclusive right to the use of that word.

On appeal, the SEC En Banc reversed and set aside the hearing officers decision, not considering the word "Lyceum" to have become so identified with LPI as to render use thereof by other institutions as productive of confusion about the identity of the schools concerned in the mind of the general public and holding that the attaching of geographical names to the word "Lyceum" served sufficiently to distinguish the schools from one another. The Court of Appeals affirmed the SEC En Bancs ruling ISSUE: WON the word Lyceum (1) can be appropriated by LPI to the exclusion of others and (2) acquired a secondary meaning in relation to LPI. HELD:

(1) NO. The Articles of Incorporation of a corporation must set out the name of the corporation. Section 18 of the Corporation Code establishes a restrictive rule insofar as corporate names are concerned: "SECTION 18. Corporate name. No corporate name may be allowed by the Securities and Exchange Commission if the proposed name is identical or deceptively or confusingly similar to that of any existing corporation or to any other name already protected by law or is patently deceptive, confusing or contrary to existing laws. When a change in the corporate name is approved, the Commission shall issue an amended certificate of incorporation under the amended name." The policy underlying the prohibition in Section 18 against the registration of a corporate name which is "identical or deceptively or confusingly similar" to that of any existing corporation or which is "patently deceptive" or "patently confusing" or "contrary to existing laws," is the avoidance of fraud upon the public which would have occasion to deal with the entity concerned, the evasion of legal obligations and duties, and the reduction of difficulties of administration and supervision over corporations. The corporate names of LA, et. al. not are "identical with, or deceptively or confusingly similar" to that of LPI. The corporate names of LA, et. al. all carry the word "Lyceum", but confusion and deception are effectively precluded by the appending of geographic names to the word "Lyceum". Etymologically, the word "Lyceum" is the Latin word for the Greek lykeion, which refers to a locality on the river Ilissius in ancient Athens "comprising an enclosure dedicated to Apollo and adorned with fountains and buildings erected by Pisistratus, Pericles and Lycurgus frequented by the youth for exercise and by the

philosopher Aristotle and his followers for teaching." In time, the word "Lyceum" became associated with schools and other institutions providing public lectures and concerts and public discussions. Today, the word "Lyceum" generally refers to a school or an institution of learning. "Lyceum" is in fact as generic in character as the word "university." In the name of LPI, "Lyceum" appears to be a substitute for "university". In other places, "Lyceum", or "Liceo", or "Lycee", denotes a secondary school or a college. It may be that the use of the word "Lyceum" may not yet be as widespread as the use of "university," but it is clear that a not inconsiderable number of educational institutions have adopted "Lyceum" or "Liceo" as part of their corporate names. Since "Lyceum" or "Liceo" denotes a school or institution of learning, it is not unnatural to use this word to designate an entity which is organized and operating as an educational institution. (2) NO. LPI claimed that the word "Lyceum" has acquired a secondary meaning in relation to it, hence, appropriable by it to the exclusion of other institutions. The doctrine of secondary meaning originated in the field of trademark law. Its application has been extended to corporate names, since the right to use a corporate name to the exclusion of others is based upon the same principle which underlies the right to use a particular trademark or tradename. In Philippine Nut Industry, Inc. v. Standard Brands, Inc., the doctrine of secondary meaning was elaborated thus: " . . . a word or phrase originally incapable of exclusive appropriation with reference to an article on the market, because geographically or otherwise descriptive, might nevertheless have been used so long and so exclusively by one producer with reference to his article that, in that trade and to that branch of the purchasing public, the word or phrase has come to mean that the article was his product." No evidence was ever presented in the hearing before the Commission which sufficiently proved that the word 'Lyceum' has indeed acquired secondary meaning in favor of LPI. If there was any of this kind, the same tend to prove only that LPI had been using the disputed word for a long period of time. Nevertheless, LPIs exclusive use of the word Lyceum was never established or proven, as in fact the WPLI was already using the word Lyceum seventeen (17) years prior to the date LPI started using the same word in its corporate name. Furthermore, educational institutions of the Roman Catholic Church had been using the same or similar word ('Liceo de Manila,' 'Liceo de Baleno', 'Liceo de Masbate,' 'Liceo de Albay') long before LPI started using the word 'Lyceum'. LPI also failed to prove that the word Lyceum has become so identified with its educational institution that confusion will surely arise in the minds of

the public if the same word were to be used by other educational institutions. While LPI may have proved that it had been using the word Lyceum for a long period of time, this fact alone did not amount to mean that the said word had acquired secondary meaning in its favor because LPI failed to prove that it had been using the same word all by itself to the exclusion of others. More so, there was no evidence presented to prove that confusion will surely arise if the same word were to be used by other educational institutions. THUS: LPI is not entitled to a legally enforceable exclusive right to use the word "Lyceum" in its corporate name and other institutions may use "Lyceum" as part of their corporate names. To determine whether a given corporate name is "identical" or "confusingly or deceptively similar" with another entity's corporate name, it is not enough to ascertain the presence of "Lyceum" or "Liceo" in both names. One must evaluate corporate names in their entirety and when the name of petitioner is juxtaposed with the names of LA, et. al., they are not reasonably regarded as "identical" or "confusingly or deceptively similar" with each other.