178.0902 Permitted names.
(1) The name of a partnership that is not a limited liability partnership may not contain the phrase “Registered Limited Liability Partnership" or “Limited Liability Partnership" or the abbreviation “R.L.L.P.," “L.L.P.," “RLLP," or “LLP."
(2) The name of a limited liability partnership must contain the phrase “Registered Limited Liability Partnership" or “Limited Liability Partnership" or the abbreviation “R.L.L.P.," “L.L.P.," “RLLP," or “LLP."
(3) The name of a limited liability partnership, and the name under which a foreign limited liability partnership may register to do business in this state, must be distinguishable on the records of the department from all of the following:
(a) Any name of an existing person whose formation required the filing of a record by the department and which is not at the time administratively dissolved.
(b) Any name of a limited liability partnership whose statement of qualification is in effect.
(c) Any name under which a person is registered to do business in this state by the filing of a record by the department.
(d) Any name that is reserved under s. 178.0906 or other law of this state providing for the reservation of a name by a filing of a record by the department.
(e) Any name that is registered under s. 178.0907 or other law of this state providing for the registration of a name by a filing of a record by the department.
(4r) A limited liability partnership or foreign limited liability partnership may apply to the department for authorization to use in this state a name that is not distinguishable upon the records of the department from one or more of the names described in sub. (3). The department shall authorize use of the name applied for if any of the following occurs:
(a) The corporation, limited liability company, nonstock corporation, limited partnership, limited liability partnership, foreign limited liability partnership, general cooperative association, or limited cooperative association that has or has registered or reserved the name consents in writing to the use and submits an undertaking in a form satisfactory to the department to change its name to a name that is distinguishable upon the records of the department from the name of the applicant, or to cancel the registration or reservation.
(b) The applicant delivers to the department a certified copy of a final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.
(5) In determining whether a name is the same as or not distinguishable on the records of the department from the name of another person, words, phrases, or abbreviations indicating a type of entity, such as “corporation," “Corp.," “incorporated," “ Inc.," “Limited," “Ltd.," “limited partnership," “LP," “ L.P.," “limited liability partnership," “LLP," “L.L.P.," “limited liability limited partnership," “LLLP," “L.L.L.P.," “registered limited liability limited partnership," “RLLLP," “R.L.L.L.P.," “limited liability company," “LLC," “L.L.C.," “cooperative association," or “cooperative" may not be taken into account.
(7) The name of a limited liability partnership or foreign limited liability partnership may not contain language stating or implying that the entity is organized for a purpose subject to regulation under another statute of this state, unless its purpose is not prohibited by, and the entity is subject to all the limitations of, the other statute.
(8r) A limited liability partnership or foreign limited liability partnership may use in this state the name, including the fictitious name, that is used in this state by a corporation, limited liability company, nonstock corporation, limited partnership, limited liability partnership, foreign limited liability partnership, general cooperative association, or limited cooperative association if the limited liability partnership or foreign limited liability partnership proposing to use the name has done any of the following:
(a) Merged with the other business entity.
(b) Been formed by reorganization of the other business entity.
(c) Acquired all or substantially all of the assets, including the name, of the other business entity.
History: 2015 a. 295.
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