State Codes and Statutes

Statutes > New-york > Llc > Article-2 > 204

§  204.  Limited  liability  company  name.  The  name of each limited  liability company as set forth in its articles of organization:    (a) shall contain without abbreviation the  words  "Limited  Liability  Company" or the abbreviation "L.L.C." or "LLC";    (b)  (1)  shall  be such as to distinguish it from the name of (i) any  domestic limited liability company, (ii) any authorized foreign  limited  liability  company  or  (iii) a fictitious name of an authorized foreign  limited liability company filed pursuant to section eight hundred two of  this chapter, in each case, as such names appear on the index  of  names  of  existing domestic and authorized foreign limited liability companies  of any type or kind, including fictitious names  of  authorized  foreign  limited  liability companies filed pursuant to section eight hundred two  of this chapter, in the department of state, or names the right to which  are reserved;    (2) shall be such as to distinguish it from (i) the names of  domestic  business  corporations,  domestic  not-for-profit corporations and other  domestic corporations of any type or kind that are formed by a filing in  the department of state, (ii) the names of authorized  foreign  business  corporations,  authorized  foreign not-for-profit corporations and other  authorized foreign corporations of any type or kind that are  authorized  to do business or conduct activities in this state by reason of a filing  in  the  department  of  state, (iii) the fictitious names of authorized  foreign  business  corporations,   authorized   foreign   not-for-profit  corporations  and  other  authorized foreign corporations of any type or  kind that are authorized to do business or conduct  activities  in  this  state  by  reason of a filing in the department of state, (iv) the names  of domestic limited partnerships, (v) the names  of  authorized  foreign  limited partnerships, or (vi) the fictitious names of authorized foreign  limited partnerships, in each case, as such names appear on the index of  names  of  existing  domestic and authorized foreign corporations of any  type  or  kind,  including  fictitious  names  of   authorized   foreign  corporations  of any type or kind, in the department of state, or on the  index of names  of  existing  domestic  or  authorized  foreign  limited  partnerships,  including  fictitious names of authorized foreign limited  partnerships, in the department of state, or names the rights  to  which  are  reserved; provided, however, that no limited liability company that  was formed prior to the effective date of this paragraph and no  foreign  limited  liability  company  that  was  qualified to do business in this  state prior to such effective date shall be required to change the  name  or  fictitious  name  it  had on such effective date solely by reason of  such name or fictitious name being indistinguishable from  the  name  or  fictitious  name  of  any  domestic or authorized foreign corporation or  limited partnership or from any name the right to which is  reserved  by  or  on  behalf  of  any  domestic  or  foreign  corporation  or  limited  partnership;    (c) shall, unless the limited liability  company  or  foreign  limited  liability company shall have complied with the provisions of section one  hundred  thirty  of  the  general  business law, be the name used by the  limited liability company in its conduct of business;    (d) shall not contain any word  or  phrase,  or  any  abbreviation  or  derivative  thereof, the use of which is prohibited or restricted by any  other statute of this state, unless in the latter case the  restrictions  have been complied with;    (e)  shall  not  contain  the following phrases or any abbreviation or  derivative thereof:              board of trade                state police              chamber of commerce           state trooper              community renewal             tenant relocationcorporation                   urban development              incorporated                  urban relocation              partnership    (f)  shall  not  contain  the  following words, or any abbreviation or  derivative thereof:              acceptance                    guaranty              annuity                       indemnity              assurance                     insurance              attorney                      investment              bank                          lawyer              benefit                       loan              bond                          mortgage              casualty                      savings              doctor                        surety              endowment                     title              fidelity                      trust              finance                       underwriter  unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to   the   articles   of  organization  or unless the word "doctor" or "lawyer" or an abbreviation  or derivative thereof is used  in  a  context  that  clearly  denotes  a  purpose other than the practice of law or medicine;    (g)  shall  not, unless the approval of the state department of social  services is attached to the articles of organization or application  for  authority,  contain  the  word  "blind"  or "handicapped." Such approval  shall be granted by the state department of social services  if  in  its  opinion  the  word  "blind"  or  "handicapped"  as  used  in the limited  liability company's proposed name will not tend to  mislead  or  confuse  the  public  into  believing  that  the  limited  liability  company  is  organized for charitable or nonprofit purposes related to the  blind  or  the handicapped; and    (h) shall not, unless the approval of the attorney general is attached  to  the  articles  of organization or application for authority, contain  the word "exchange" or any  abbreviation  or  derivative  thereof.  Such  approval  shall  not be granted by the attorney general if in his or her  opinion the  use  of  the  word  "exchange"  in  the  limited  liability  company's  proposed  name would falsely imply that the limited liability  company conducts its business at a place where trade is  carried  on  in  securities or commodities by brokers, dealers or merchants.    (i)  shall  not  contain  the  following terms: "school," "education,"  "elementary,"    "secondary,"     "kindergarten,"     "prekindergarten,"  "preschool,"   "nursery   school,"  "museum,"  "history,"  "historical,"  "historical society," "arboretum," "library," "college," "university" or  other  term  restricted  by  section  two  hundred  twenty-four  of  the  education   law;   "conservatory,"  "academy,"  or  "institute"  or  any  abbreviation or derivative of such terms, shall have endorsed thereon or  annexed thereto the consent of the commissioner of education.

State Codes and Statutes

Statutes > New-york > Llc > Article-2 > 204

§  204.  Limited  liability  company  name.  The  name of each limited  liability company as set forth in its articles of organization:    (a) shall contain without abbreviation the  words  "Limited  Liability  Company" or the abbreviation "L.L.C." or "LLC";    (b)  (1)  shall  be such as to distinguish it from the name of (i) any  domestic limited liability company, (ii) any authorized foreign  limited  liability  company  or  (iii) a fictitious name of an authorized foreign  limited liability company filed pursuant to section eight hundred two of  this chapter, in each case, as such names appear on the index  of  names  of  existing domestic and authorized foreign limited liability companies  of any type or kind, including fictitious names  of  authorized  foreign  limited  liability companies filed pursuant to section eight hundred two  of this chapter, in the department of state, or names the right to which  are reserved;    (2) shall be such as to distinguish it from (i) the names of  domestic  business  corporations,  domestic  not-for-profit corporations and other  domestic corporations of any type or kind that are formed by a filing in  the department of state, (ii) the names of authorized  foreign  business  corporations,  authorized  foreign not-for-profit corporations and other  authorized foreign corporations of any type or kind that are  authorized  to do business or conduct activities in this state by reason of a filing  in  the  department  of  state, (iii) the fictitious names of authorized  foreign  business  corporations,   authorized   foreign   not-for-profit  corporations  and  other  authorized foreign corporations of any type or  kind that are authorized to do business or conduct  activities  in  this  state  by  reason of a filing in the department of state, (iv) the names  of domestic limited partnerships, (v) the names  of  authorized  foreign  limited partnerships, or (vi) the fictitious names of authorized foreign  limited partnerships, in each case, as such names appear on the index of  names  of  existing  domestic and authorized foreign corporations of any  type  or  kind,  including  fictitious  names  of   authorized   foreign  corporations  of any type or kind, in the department of state, or on the  index of names  of  existing  domestic  or  authorized  foreign  limited  partnerships,  including  fictitious names of authorized foreign limited  partnerships, in the department of state, or names the rights  to  which  are  reserved; provided, however, that no limited liability company that  was formed prior to the effective date of this paragraph and no  foreign  limited  liability  company  that  was  qualified to do business in this  state prior to such effective date shall be required to change the  name  or  fictitious  name  it  had on such effective date solely by reason of  such name or fictitious name being indistinguishable from  the  name  or  fictitious  name  of  any  domestic or authorized foreign corporation or  limited partnership or from any name the right to which is  reserved  by  or  on  behalf  of  any  domestic  or  foreign  corporation  or  limited  partnership;    (c) shall, unless the limited liability  company  or  foreign  limited  liability company shall have complied with the provisions of section one  hundred  thirty  of  the  general  business law, be the name used by the  limited liability company in its conduct of business;    (d) shall not contain any word  or  phrase,  or  any  abbreviation  or  derivative  thereof, the use of which is prohibited or restricted by any  other statute of this state, unless in the latter case the  restrictions  have been complied with;    (e)  shall  not  contain  the following phrases or any abbreviation or  derivative thereof:              board of trade                state police              chamber of commerce           state trooper              community renewal             tenant relocationcorporation                   urban development              incorporated                  urban relocation              partnership    (f)  shall  not  contain  the  following words, or any abbreviation or  derivative thereof:              acceptance                    guaranty              annuity                       indemnity              assurance                     insurance              attorney                      investment              bank                          lawyer              benefit                       loan              bond                          mortgage              casualty                      savings              doctor                        surety              endowment                     title              fidelity                      trust              finance                       underwriter  unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to   the   articles   of  organization  or unless the word "doctor" or "lawyer" or an abbreviation  or derivative thereof is used  in  a  context  that  clearly  denotes  a  purpose other than the practice of law or medicine;    (g)  shall  not, unless the approval of the state department of social  services is attached to the articles of organization or application  for  authority,  contain  the  word  "blind"  or "handicapped." Such approval  shall be granted by the state department of social services  if  in  its  opinion  the  word  "blind"  or  "handicapped"  as  used  in the limited  liability company's proposed name will not tend to  mislead  or  confuse  the  public  into  believing  that  the  limited  liability  company  is  organized for charitable or nonprofit purposes related to the  blind  or  the handicapped; and    (h) shall not, unless the approval of the attorney general is attached  to  the  articles  of organization or application for authority, contain  the word "exchange" or any  abbreviation  or  derivative  thereof.  Such  approval  shall  not be granted by the attorney general if in his or her  opinion the  use  of  the  word  "exchange"  in  the  limited  liability  company's  proposed  name would falsely imply that the limited liability  company conducts its business at a place where trade is  carried  on  in  securities or commodities by brokers, dealers or merchants.    (i)  shall  not  contain  the  following terms: "school," "education,"  "elementary,"    "secondary,"     "kindergarten,"     "prekindergarten,"  "preschool,"   "nursery   school,"  "museum,"  "history,"  "historical,"  "historical society," "arboretum," "library," "college," "university" or  other  term  restricted  by  section  two  hundred  twenty-four  of  the  education   law;   "conservatory,"  "academy,"  or  "institute"  or  any  abbreviation or derivative of such terms, shall have endorsed thereon or  annexed thereto the consent of the commissioner of education.

State Codes and Statutes

State Codes and Statutes

Statutes > New-york > Llc > Article-2 > 204

§  204.  Limited  liability  company  name.  The  name of each limited  liability company as set forth in its articles of organization:    (a) shall contain without abbreviation the  words  "Limited  Liability  Company" or the abbreviation "L.L.C." or "LLC";    (b)  (1)  shall  be such as to distinguish it from the name of (i) any  domestic limited liability company, (ii) any authorized foreign  limited  liability  company  or  (iii) a fictitious name of an authorized foreign  limited liability company filed pursuant to section eight hundred two of  this chapter, in each case, as such names appear on the index  of  names  of  existing domestic and authorized foreign limited liability companies  of any type or kind, including fictitious names  of  authorized  foreign  limited  liability companies filed pursuant to section eight hundred two  of this chapter, in the department of state, or names the right to which  are reserved;    (2) shall be such as to distinguish it from (i) the names of  domestic  business  corporations,  domestic  not-for-profit corporations and other  domestic corporations of any type or kind that are formed by a filing in  the department of state, (ii) the names of authorized  foreign  business  corporations,  authorized  foreign not-for-profit corporations and other  authorized foreign corporations of any type or kind that are  authorized  to do business or conduct activities in this state by reason of a filing  in  the  department  of  state, (iii) the fictitious names of authorized  foreign  business  corporations,   authorized   foreign   not-for-profit  corporations  and  other  authorized foreign corporations of any type or  kind that are authorized to do business or conduct  activities  in  this  state  by  reason of a filing in the department of state, (iv) the names  of domestic limited partnerships, (v) the names  of  authorized  foreign  limited partnerships, or (vi) the fictitious names of authorized foreign  limited partnerships, in each case, as such names appear on the index of  names  of  existing  domestic and authorized foreign corporations of any  type  or  kind,  including  fictitious  names  of   authorized   foreign  corporations  of any type or kind, in the department of state, or on the  index of names  of  existing  domestic  or  authorized  foreign  limited  partnerships,  including  fictitious names of authorized foreign limited  partnerships, in the department of state, or names the rights  to  which  are  reserved; provided, however, that no limited liability company that  was formed prior to the effective date of this paragraph and no  foreign  limited  liability  company  that  was  qualified to do business in this  state prior to such effective date shall be required to change the  name  or  fictitious  name  it  had on such effective date solely by reason of  such name or fictitious name being indistinguishable from  the  name  or  fictitious  name  of  any  domestic or authorized foreign corporation or  limited partnership or from any name the right to which is  reserved  by  or  on  behalf  of  any  domestic  or  foreign  corporation  or  limited  partnership;    (c) shall, unless the limited liability  company  or  foreign  limited  liability company shall have complied with the provisions of section one  hundred  thirty  of  the  general  business law, be the name used by the  limited liability company in its conduct of business;    (d) shall not contain any word  or  phrase,  or  any  abbreviation  or  derivative  thereof, the use of which is prohibited or restricted by any  other statute of this state, unless in the latter case the  restrictions  have been complied with;    (e)  shall  not  contain  the following phrases or any abbreviation or  derivative thereof:              board of trade                state police              chamber of commerce           state trooper              community renewal             tenant relocationcorporation                   urban development              incorporated                  urban relocation              partnership    (f)  shall  not  contain  the  following words, or any abbreviation or  derivative thereof:              acceptance                    guaranty              annuity                       indemnity              assurance                     insurance              attorney                      investment              bank                          lawyer              benefit                       loan              bond                          mortgage              casualty                      savings              doctor                        surety              endowment                     title              fidelity                      trust              finance                       underwriter  unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to   the   articles   of  organization  or unless the word "doctor" or "lawyer" or an abbreviation  or derivative thereof is used  in  a  context  that  clearly  denotes  a  purpose other than the practice of law or medicine;    (g)  shall  not, unless the approval of the state department of social  services is attached to the articles of organization or application  for  authority,  contain  the  word  "blind"  or "handicapped." Such approval  shall be granted by the state department of social services  if  in  its  opinion  the  word  "blind"  or  "handicapped"  as  used  in the limited  liability company's proposed name will not tend to  mislead  or  confuse  the  public  into  believing  that  the  limited  liability  company  is  organized for charitable or nonprofit purposes related to the  blind  or  the handicapped; and    (h) shall not, unless the approval of the attorney general is attached  to  the  articles  of organization or application for authority, contain  the word "exchange" or any  abbreviation  or  derivative  thereof.  Such  approval  shall  not be granted by the attorney general if in his or her  opinion the  use  of  the  word  "exchange"  in  the  limited  liability  company's  proposed  name would falsely imply that the limited liability  company conducts its business at a place where trade is  carried  on  in  securities or commodities by brokers, dealers or merchants.    (i)  shall  not  contain  the  following terms: "school," "education,"  "elementary,"    "secondary,"     "kindergarten,"     "prekindergarten,"  "preschool,"   "nursery   school,"  "museum,"  "history,"  "historical,"  "historical society," "arboretum," "library," "college," "university" or  other  term  restricted  by  section  two  hundred  twenty-four  of  the  education   law;   "conservatory,"  "academy,"  or  "institute"  or  any  abbreviation or derivative of such terms, shall have endorsed thereon or  annexed thereto the consent of the commissioner of education.