§428-1005  Name of foreign limited liabilitycompany.  (a)  If the name of a foreign limited liability company does notsatisfy the requirements of section 428-105(b), (c), and (d), the company, toobtain or maintain a certificate of authority to transact business in thisState, shall use a fictitious name to transact business in this State if itsreal name is unavailable.

(b)  Except as authorized by subsections (c)and (d), the name, including a fictitious name, of a foreign limited liabilitycompany shall not be the same as, or substantially identical to:

(1)  The name of any domestic corporation,partnership, limited liability company, or limited liability partnershipexisting or registered under the laws of this State;

(2)  The name of any foreign corporation, partnership,limited liability company, or limited liability partnership authorized totransact business in this State;

(3)  A name the exclusive right to which is reservedunder the laws of this State;

(4)  The fictitious name of another foreign limitedliability company authorized to transact business in this State; or

(5)  Any trade name, trademark, or service markregistered in this State.

(c)  A foreign limited liability company mayapply to the director for authority to use in this State a name that is thesame as, or is substantially identical to, a name described in subsection (b). The director may authorize use of a substantially identical name applied forif:

(1)  The present user, registrant, or owner of areserved name consents in writing to the use of the name, and one or more wordsare added to make the name distinguishable upon the records of the directorfrom the name of the foreign limited liability company; or

(2)  The applicant delivers to the director acertified copy of a final judgment of a court establishing the applicant'sright to use the name applied for in this State.

(d)  A foreign limited liability company mayuse in this State the name, including the fictitious name, of another domesticor foreign entity that is used in this State if the other entity isincorporated, organized, or authorized to transact business in this State andthe foreign limited liability company:

(1)  Has merged with the other entity; or

(2)  Has been formed by reorganization of the otherentity.

(e)  If a foreign limited liability companyauthorized to transact business in this State changes its name to one that doesnot satisfy the requirements of section 428-105(b), (c), and (d), it shall nottransact business in this State under the name as changed until it adopts aname satisfying the requirements of section 428-105 and obtains an amendedcertificate of authority. [L 1996, c 92, pt of §1; am L 1999, c 249, §33; am L2000, c 219, §80; am L 2006, c 184, §36]