10-401. Corporate name

A. A corporate name:

1. Shall contain the word " association" , " bank" , " company" , " corporation" , " limited" or " incorporated" or an abbreviation of one of these words or words or abbreviations of like import in another language.

2. Shall not contain language stating or implying that the corporation is organized for a purpose other than that permitted by section 10-301 and its articles of incorporation.

3. Notwithstanding paragraph 1 of this subsection, shall not include the words " bank" , " deposit" , " credit union" , " trust" or " trust company" separately or in combination to indicate or convey the idea that the corporation is engaged in banking or trust business unless the corporation is to be and becomes actively and substantially engaged in the banking, credit union or trust business or the corporation is a holding company holding substantial interest in companies actively and substantially engaged in the banking or trust business.

4. Shall not contain the words " limited liability company" or " limited company" or the abbreviations " L.L.C." , " L.C." , " LLC" or " LC" , in uppercase or lowercase letters.

B. Except as authorized by subsections C and D of this section, a corporate name shall be distinguishable from all of the following:

1. The corporate name of a corporation incorporated in this state or a foreign corporation authorized to transact business in this state.

2. A corporate name reserved under section 10-402 or registered under section 10-403.

3. A fictitious name adopted by a foreign corporation under section 10-1506.

4. The corporate name of a nonprofit corporation incorporated under this title or a foreign nonprofit or not for profit corporation authorized to conduct affairs in this state.

5. The partnership name of a limited partnership organized and registered under the laws of this state or of a foreign limited partnership authorized to transact business in this state.

6. The name of a limited liability company organized under title 29, chapter 4 or a foreign limited liability company authorized to transact business in this state.

7. A trade name registered pursuant to title 44, chapter 10, article 3.1.

8. The name of a registered limited liability partnership registered under title 29, chapter 5, article 10 or a foreign registered limited liability partnership authorized to transact business in this state.

C. A corporation may apply to the commission for authorization to use a name that is not distinguishable from one or more of the names described in subsection B of this section. The commission shall authorize use of the name applied for if either:

1. The other entity consents to the use in writing and submits an undertaking in a form satisfactory to the commission to change its name to a name that is distinguishable from the name of the applying corporation.

2. The applicant delivers to the commission a certified copy of the final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.

D. A corporation may use the name, including a fictitious name, of another domestic or foreign corporation that is used in this state if the other corporation is incorporated or authorized to transact business in this state and the proposed user corporation either has:

1. Merged with the other corporation.

2. Been formed by reorganization of the other corporation.

3. Acquired all or substantially all of the assets, including the corporate name, of the other corporation.

E. Chapters 1 through 17 of this title do not control the use of fictitious names.