§ 7-16-9 - Name – Fictitious business names.
SECTION 7-16-9
§ 7-16-9 Name – Fictitious businessnames. – (a) The name of each limited liability company as set forth in its articles oforganization:
(1) Shall end with either the words "limited liabilitycompany" or the upper or lower case letters "l.l.c." with or withoutpunctuation;
(2) Shall be distinguishable upon the records of thesecretary of state from:
(i) The name of any corporation, nonbusiness corporation orother association, limited partnership or domestic or foreign limited liabilitycompany organized under the laws of, or registered or qualified to do businessin, this state; or
(ii) Any name which is filed, reserved or registered underthis title, subject to the following:
(A) This provision shall not apply if the applicant fileswith the secretary of state a certified copy of a final decree of a court ofcompetent jurisdiction establishing the prior right of the applicant to the useof the name in this state; and
(B) The name may be the same as the name of a corporation,nonbusiness corporation or other association, the certificate of incorporationor organization of which has been revoked by the secretary of state aspermitted by law, and the revocation has not been withdrawn within one yearfrom the date of the revocation.
(b) Any domestic or foreign limited liability companyorganized under the laws of, or registered or qualified to do business in, thisstate may transact business in this state under a fictitious name provided thatit files a fictitious business name statement in accordance with thissubsection.
(2) A fictitious business name statement shall be filed withthe secretary of state and shall be executed by an authorized person of thedomestic limited liability company or by a person with authority to do so underthe laws of the state or other jurisdiction of its organization of the foreignlimited liability company and shall set forth:
(i) The fictitious business name to be used; and
(ii) The name of the applicant limited liability company, thestate or other jurisdiction in which the limited liability company is organizedand date of the limited liability company's organization.
(3) The fictitious business name statement expires upon thefiling of a statement of abandonment of use of a fictitious business nameregistered in accordance with this subsection or upon the dissolution of theapplicant domestic limited liability company or the cancellation ofregistration of the applicant foreign limited liability company.
(4) The statement of abandonment of use of a fictitiousbusiness name under this subsection shall be filed with the secretary of state,shall be executed in the same manner and provided in subdivision (2) above andshall set forth:
(i) The fictitious business name being abandoned;
(ii) The date on which the original fictitious business namestatement being abandoned was filed; and
(iii) The information set forth in subdivision (2)(ii) ofsubsection (a).
(5) No domestic or foreign limited liability companytransacting business under a fictitious business name contrary to theprovisions of this section, or its assignee, may maintain any action upon or onaccount of any contract made, or transaction had, in the fictitious businessname in any court of the state until a fictitious business name statement hasbeen filed in accordance with this section.
(6) No limited liability company may be permitted to transactbusiness under a fictitious business name pursuant to this section which is thesame as the name of any corporation, limited partnership or domestic or foreignlimited liability company organized under the laws of, or registered orqualified to do business in, this state or any name which is filed, reserved orregistered under this title, subject to the following:
(i) This provision does not apply if the applicant files withthe secretary of state a certified copy of a final decree of a court ofcompetent jurisdiction establishing the prior right of the applicant to the useof the name in this state; and
(ii) The name may be the same as the name of a corporation,nonbusiness corporation or other association, the certificate of incorporationor organization of which has been revoked by the secretary of state aspermitted by law and the revocation has not been withdrawn within one year fromthe date of revocation.
(7) A filing fee of fifty dollars ($50.00) shall be collectedby the secretary of state for each statement filed.