§414-436  Corporate name of foreign
corporation.  (a)  If the corporate name of a foreign corporation does not
satisfy the requirements of section 414-51(b), (c), and (d), the foreign
corporation to obtain or maintain a certificate of authority to transact
business in this State may use a fictitious name to transact business in this
State if its real name is unavailable and it delivers to the department
director for filing a copy of a certificate of registration of a trade name by
the foreign corporation under which the foreign corporation will transact
business in this State.



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



(1)  The name of any domestic corporation,
partnership, limited partnership, limited liability company, or limited
liability partnership existing or registered under the laws of this State, or
any foreign corporation, partnership, limited partnership, limited liability
company, or limited liability partnership authorized to transact business in
this State;



(2)  A name the exclusive right to which is, at the
time, reserved in this State;



(3)  The fictitious name of another foreign
corporation authorized to transact business in this State; and



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



(c)  A foreign corporation may apply to the
department director for authorization to use in this State the name of another
corporation (incorporated or authorized to transact business in this State)
that is substantially identical based upon the department director's records to
the name applied for.  The department director shall authorize use of the name
applied for if:



(1)  The other entity or holder of a reserved or
registered name consents to the use in writing and one or more words are added
to the other entity's name to make the name distinguishable from the name of
the applicant; or



(2)  The applicant delivers to the department director
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.



(d)  A foreign corporation may use in this
State the name (including the 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 foreign corporation:



(1)  Has merged with the other corporation;



(2)  Has been formed by reorganization of the other
corporation; or



(3)  Has acquired all or substantially all of the
assets, including the corporate name, of the other corporation. [L 2000, c 244,
pt of §1; am L 2001, c 129, §46; am L 2006, c 184, §8]