State Codes and Statutes

Statutes > New-york > Npc > Article-3 > 301

§ 301. Corporate name; general.    (a)    Except  as  otherwise  provided  in this chapter, the name of a  domestic or foreign corporation:    * (1)   Shall, unless the corporation  is  formed  for  charitable  or  religious  purposes,  or  for  purposes  for  which  the approval of the  commissioner  of  social  services  or  the  public  health  council  is  required,  or  is  a  bar  association,  contain the word "corporation",  "incorporated" or "limited" or an abbreviation of one of such words; or,  in the case of a foreign corporation, it shall, for use in  this  state,  add at the end of its name one of such words or an abbreviation thereof.    * NB Effective until December 1, 2010    * (1)  Shall,  unless  the  corporation  is  formed  for charitable or  religious purposes, or for  purposes  for  which  the  approval  of  the  commissioner of social services or the public health and health planning  council  is  required,  or  is  a  bar  association,  contain  the  word  "corporation", "incorporated" or "limited" or an abbreviation of one  of  such  words; or, in the case of a foreign corporation, it shall, for use  in this state, add at the end of its  name  one  of  such  words  or  an  abbreviation thereof.    * NB Effective December 1, 2010    (2)  (A)  Shall  be  such  as  to  distinguish  it  from  the names of  corporations of any type or kind, or a fictitious name of an  authorized  foreign  corporation filed pursuant to article thirteen of this chapter,  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  filed  pursuant  to  article  thirteen  of this chapter, in the department of state, division  of corporations, or a name the right to which is reserved.    (B) Shall be such as to distinguish it from (i) the names of  domestic  limited  liability  companies,  (ii)  the  names  of  authorized foreign  limited liability companies, (iii) the fictitious  names  of  authorized  foreign  limited liability companies, (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 limited liability  companies,  including  fictitious  names  of authorized foreign limited liability companies, 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  corporation that was formed prior to the effective date of  this  clause  and  no  foreign corporation that was qualified to conduct activities 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 limited  liability  company  or  limited  partnership or from any name the right to which is  reserved by or on behalf of any domestic or  foreign  limited  liability  company or limited partnership.    (3)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, the use of which  is  prohibited  or  restricted  by  section 404 (Approvals and consents) or any other statute of this state,  unless in the latter case the restrictions have been complied with.    (4)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, in a context which indicates  or  implies  that  the  corporation,  if  domestic,  is formed or, if foreign, is authorized for  any purpose or is possessed in this state of  any  power  other  than  apurpose  for  which, or a power with which, the domestic corporation may  be and is formed or the foreign corporation is authorized.    (5)  (A)  Shall  not  contain  any  of  the  following phrases, or any  abbreviation or derivative thereof:                                state police                                state trooper    (B) Shall not contain any of the following words, or any  abbreviation  or derivative thereof:   acceptance             fidelity               mortgage   annuity                finance                savings   assurance              guaranty               surety   bank                   indemnity              title   bond                   insurance              trust   casualty               investment             underwriter   doctor                 lawyer   endowment              loan   unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to  the  certificate  of  incorporation, or application for authority  or  amendment  thereof;  or  that the word "doctor", "lawyer", or the phrase "state police" or "state  trooper"  or  an  abbreviation or derivation thereof, may be used in the  name of a corporation the membership of which is composed exclusively of  doctors, lawyers, state policemen or state troopers, respectively.    (6)  Shall not contain any words or phrases, or  any  abbreviation  or  derivative  thereof  in  a context which will tend to mislead the public  into believing that the corporation is an agency or  instrumentality  of  the  United  States or the state of New York or a subdivision thereof or  is a public corporation.    (7)   Shall not contain the word  "cooperative"  or  an  abbreviation,  contraction or derivative thereof.    (8)    Shall  not  contain  any word or phrase, or any abbreviation or  derivation thereof, which, separately, or in context, shall be  indecent  or  obscene  or  shall  ridicule  or  degrade any person, group, belief,  business or agency of government  or  indicate  or  imply  any  unlawful  activity.    (9)  Notwithstanding  any other provision of this chapter, may, in the  case of a foundation organized for the sole purpose  of  publishing  the  literary  works  of  a deceased person, include the word "doctor" or any  abbreviation or derivative thereof as part of its  name  if  such  word,  abbreviation  or  derivative  is used to identify the person whose works  are to be published.

State Codes and Statutes

Statutes > New-york > Npc > Article-3 > 301

§ 301. Corporate name; general.    (a)    Except  as  otherwise  provided  in this chapter, the name of a  domestic or foreign corporation:    * (1)   Shall, unless the corporation  is  formed  for  charitable  or  religious  purposes,  or  for  purposes  for  which  the approval of the  commissioner  of  social  services  or  the  public  health  council  is  required,  or  is  a  bar  association,  contain the word "corporation",  "incorporated" or "limited" or an abbreviation of one of such words; or,  in the case of a foreign corporation, it shall, for use in  this  state,  add at the end of its name one of such words or an abbreviation thereof.    * NB Effective until December 1, 2010    * (1)  Shall,  unless  the  corporation  is  formed  for charitable or  religious purposes, or for  purposes  for  which  the  approval  of  the  commissioner of social services or the public health and health planning  council  is  required,  or  is  a  bar  association,  contain  the  word  "corporation", "incorporated" or "limited" or an abbreviation of one  of  such  words; or, in the case of a foreign corporation, it shall, for use  in this state, add at the end of its  name  one  of  such  words  or  an  abbreviation thereof.    * NB Effective December 1, 2010    (2)  (A)  Shall  be  such  as  to  distinguish  it  from  the names of  corporations of any type or kind, or a fictitious name of an  authorized  foreign  corporation filed pursuant to article thirteen of this chapter,  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  filed  pursuant  to  article  thirteen  of this chapter, in the department of state, division  of corporations, or a name the right to which is reserved.    (B) Shall be such as to distinguish it from (i) the names of  domestic  limited  liability  companies,  (ii)  the  names  of  authorized foreign  limited liability companies, (iii) the fictitious  names  of  authorized  foreign  limited liability companies, (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 limited liability  companies,  including  fictitious  names  of authorized foreign limited liability companies, 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  corporation that was formed prior to the effective date of  this  clause  and  no  foreign corporation that was qualified to conduct activities 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 limited  liability  company  or  limited  partnership or from any name the right to which is  reserved by or on behalf of any domestic or  foreign  limited  liability  company or limited partnership.    (3)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, the use of which  is  prohibited  or  restricted  by  section 404 (Approvals and consents) or any other statute of this state,  unless in the latter case the restrictions have been complied with.    (4)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, in a context which indicates  or  implies  that  the  corporation,  if  domestic,  is formed or, if foreign, is authorized for  any purpose or is possessed in this state of  any  power  other  than  apurpose  for  which, or a power with which, the domestic corporation may  be and is formed or the foreign corporation is authorized.    (5)  (A)  Shall  not  contain  any  of  the  following phrases, or any  abbreviation or derivative thereof:                                state police                                state trooper    (B) Shall not contain any of the following words, or any  abbreviation  or derivative thereof:   acceptance             fidelity               mortgage   annuity                finance                savings   assurance              guaranty               surety   bank                   indemnity              title   bond                   insurance              trust   casualty               investment             underwriter   doctor                 lawyer   endowment              loan   unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to  the  certificate  of  incorporation, or application for authority  or  amendment  thereof;  or  that the word "doctor", "lawyer", or the phrase "state police" or "state  trooper"  or  an  abbreviation or derivation thereof, may be used in the  name of a corporation the membership of which is composed exclusively of  doctors, lawyers, state policemen or state troopers, respectively.    (6)  Shall not contain any words or phrases, or  any  abbreviation  or  derivative  thereof  in  a context which will tend to mislead the public  into believing that the corporation is an agency or  instrumentality  of  the  United  States or the state of New York or a subdivision thereof or  is a public corporation.    (7)   Shall not contain the word  "cooperative"  or  an  abbreviation,  contraction or derivative thereof.    (8)    Shall  not  contain  any word or phrase, or any abbreviation or  derivation thereof, which, separately, or in context, shall be  indecent  or  obscene  or  shall  ridicule  or  degrade any person, group, belief,  business or agency of government  or  indicate  or  imply  any  unlawful  activity.    (9)  Notwithstanding  any other provision of this chapter, may, in the  case of a foundation organized for the sole purpose  of  publishing  the  literary  works  of  a deceased person, include the word "doctor" or any  abbreviation or derivative thereof as part of its  name  if  such  word,  abbreviation  or  derivative  is used to identify the person whose works  are to be published.

State Codes and Statutes

State Codes and Statutes

Statutes > New-york > Npc > Article-3 > 301

§ 301. Corporate name; general.    (a)    Except  as  otherwise  provided  in this chapter, the name of a  domestic or foreign corporation:    * (1)   Shall, unless the corporation  is  formed  for  charitable  or  religious  purposes,  or  for  purposes  for  which  the approval of the  commissioner  of  social  services  or  the  public  health  council  is  required,  or  is  a  bar  association,  contain the word "corporation",  "incorporated" or "limited" or an abbreviation of one of such words; or,  in the case of a foreign corporation, it shall, for use in  this  state,  add at the end of its name one of such words or an abbreviation thereof.    * NB Effective until December 1, 2010    * (1)  Shall,  unless  the  corporation  is  formed  for charitable or  religious purposes, or for  purposes  for  which  the  approval  of  the  commissioner of social services or the public health and health planning  council  is  required,  or  is  a  bar  association,  contain  the  word  "corporation", "incorporated" or "limited" or an abbreviation of one  of  such  words; or, in the case of a foreign corporation, it shall, for use  in this state, add at the end of its  name  one  of  such  words  or  an  abbreviation thereof.    * NB Effective December 1, 2010    (2)  (A)  Shall  be  such  as  to  distinguish  it  from  the names of  corporations of any type or kind, or a fictitious name of an  authorized  foreign  corporation filed pursuant to article thirteen of this chapter,  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  filed  pursuant  to  article  thirteen  of this chapter, in the department of state, division  of corporations, or a name the right to which is reserved.    (B) Shall be such as to distinguish it from (i) the names of  domestic  limited  liability  companies,  (ii)  the  names  of  authorized foreign  limited liability companies, (iii) the fictitious  names  of  authorized  foreign  limited liability companies, (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 limited liability  companies,  including  fictitious  names  of authorized foreign limited liability companies, 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  corporation that was formed prior to the effective date of  this  clause  and  no  foreign corporation that was qualified to conduct activities 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 limited  liability  company  or  limited  partnership or from any name the right to which is  reserved by or on behalf of any domestic or  foreign  limited  liability  company or limited partnership.    (3)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, the use of which  is  prohibited  or  restricted  by  section 404 (Approvals and consents) or any other statute of this state,  unless in the latter case the restrictions have been complied with.    (4)    Shall  not  contain  any word or phrase, or any abbreviation or  derivative thereof, in a context which indicates  or  implies  that  the  corporation,  if  domestic,  is formed or, if foreign, is authorized for  any purpose or is possessed in this state of  any  power  other  than  apurpose  for  which, or a power with which, the domestic corporation may  be and is formed or the foreign corporation is authorized.    (5)  (A)  Shall  not  contain  any  of  the  following phrases, or any  abbreviation or derivative thereof:                                state police                                state trooper    (B) Shall not contain any of the following words, or any  abbreviation  or derivative thereof:   acceptance             fidelity               mortgage   annuity                finance                savings   assurance              guaranty               surety   bank                   indemnity              title   bond                   insurance              trust   casualty               investment             underwriter   doctor                 lawyer   endowment              loan   unless the approval of the superintendent of banks or the superintendent  of  insurance,  as  appropriate,  is  attached  to  the  certificate  of  incorporation, or application for authority  or  amendment  thereof;  or  that the word "doctor", "lawyer", or the phrase "state police" or "state  trooper"  or  an  abbreviation or derivation thereof, may be used in the  name of a corporation the membership of which is composed exclusively of  doctors, lawyers, state policemen or state troopers, respectively.    (6)  Shall not contain any words or phrases, or  any  abbreviation  or  derivative  thereof  in  a context which will tend to mislead the public  into believing that the corporation is an agency or  instrumentality  of  the  United  States or the state of New York or a subdivision thereof or  is a public corporation.    (7)   Shall not contain the word  "cooperative"  or  an  abbreviation,  contraction or derivative thereof.    (8)    Shall  not  contain  any word or phrase, or any abbreviation or  derivation thereof, which, separately, or in context, shall be  indecent  or  obscene  or  shall  ridicule  or  degrade any person, group, belief,  business or agency of government  or  indicate  or  imply  any  unlawful  activity.    (9)  Notwithstanding  any other provision of this chapter, may, in the  case of a foundation organized for the sole purpose  of  publishing  the  literary  works  of  a deceased person, include the word "doctor" or any  abbreviation or derivative thereof as part of its  name  if  such  word,  abbreviation  or  derivative  is used to identify the person whose works  are to be published.