§428-1005  Name of foreign limited liability
company.  (a)  If the name of a foreign limited liability company does not
satisfy the requirements of section 428-105(b), (c), and (d), the company, to
obtain or maintain a certificate of authority to transact business in this
State, shall use a fictitious name to transact business in this State if its
real name is unavailable.



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



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



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



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



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



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



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



(1)  The present user, registrant, or owner of a
reserved name consents in writing to the use of the name, and one or more words
are added to make the name distinguishable upon the records of the director
from the name of the foreign limited liability company; or



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



(d)  A foreign limited liability company may
use in this State the name, including the fictitious name, of another domestic
or foreign entity that is used in this State if the other entity is
incorporated, organized, or authorized to transact business in this State and
the foreign limited liability company:



(1)  Has merged with the other entity; or



(2)  Has been formed by reorganization of the other
entity.



(e)  If a foreign limited liability company
authorized to transact business in this State changes its name to one that does
not satisfy the requirements of section 428-105(b), (c), and (d), it shall not
transact business in this State under the name as changed until it adopts a
name satisfying the requirements of section 428-105 and obtains an amended
certificate of authority. [L 1996, c 92, pt of §1; am L 1999, c 249, §33; am L
2000, c 219, §80; am L 2006, c 184, §36]