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Policies and Procedures for Administering Business Entity Name Availability and Standards Revised May 10, 2006

Under the provisions of HB 168, the Utah State legislature adopted in its 1990 General Legislative Session amendments to all forms of corporate and business name availability. The standard of corporate and business name availability is: "Distinguishability."

Specifically, a name applied for must be distinguishable from the names on the records of the Division of Corporations and Commercial Code ("Division") in order for the Division to authorize the use of the name. See Utah Code Ann. 16-6a-24(2)(a) (2000), 16-10a-401(2) (2000), 16-11-16(4) (2000), 42-2-6.6(3)(a) (2000), 48-2a-102(3) (2000), 48-2c-106 (2001).

Guidelines: Is a Name Distinguishable?

The new provisions of the statute defining "distinguishability" are hereby further clarified. A registered name is distinguishable from other registered names of record in the Division offices if:

a. One of the key words is different. A "key word" means any word other than articles, prepositions, conjunctions or entity identifiers such as "corporation," "incorporated," "company," etc.
Example:"Diana's Creations" vs. "Diana's Delights"

b. The key words are the same, but are in a different order.
Example: "Windows Wash" vs. "Wash Windows"

c. The key words are the same, but the spelling is creative, unusual or artistic.
Example: "Diana's Creations" vs. "Diana's Cre8ns"

d. The key words have a marked difference in meaning in their contexts and the words are not literally identical.
Example: "Capital Builders" vs. "Capitol Builders"

Items that DO NOT make a requested name distinguishable:

1. The presence or absence of, or differences between, the following words and abbreviations when they are the last word in a name: "corporation," "company," "incorporated," "limited," "professional corporation," "corp.," "co.," "inc.," "Ltd.," "P.C.," "Limited Liability Company," "LLC," "Limited Company," "LC," "Limited Partnership," "LP," "Limited," "L3C," or "Low-Profit LLC." See Utah Code Ann. 16-10a-401(5)(b)(i) (2000), 16-11-16(6)(b)(i) (2000), 48-2a-102(6)(a)-(b) (2000), 48-2c-106 (2001).
Example: "Books Inc." vs. "Books"

2. The presence or absense of the words or symbols of the words "the," "and," "a," or "plus." See Utah Code Ann. 16-10a-401(5)(b)(ii) (2000), 16-11-16(6)(b)(ii) (2000), 48-2a-102(6)(c) (2000), 48-2c-106 (2001). According to Division policy, the difference between the use of ampersand and the word "and" is not distinguishable. Ampersand is the equivalent of the word "and."
Example: "The Book Store" vs. "Book Store"

3. "Differences in punctuation:" Apostrophe, left bracket, right bracket, colon, comma, dash or hyphen, exclamation point, left parenthesis, right parenthesis, period, question mark, semicolon, and slash. Utah Code Ann. 16-10a-401(5)(b)(iii) (2000), 16-11-16(6)(b)(iii) (2000), 48-2a-102(6)(d) (2000), 48-2c- 106 (2001).
Example: "USAphones" vs. "U.S.A. phones"

4. Differences in the use of special characters: Asterisk, backslash, left brace, right brace, caret, at sign, cents sign, dollar sign, equal-to sign, greater than, less than, number sign, percentage sign, plus sign, underline, and tilde. See Utah Code Ann. 16-10a-401(5)(b)(iii) (2000), 16-11-16(6)(b)(iii) (2000), 48-2a-102(6)(d) (2000), 48-2c-106 (2001).
Example: "Mountain Place" vs. "Mountain Place"

5. "Differences in capitalization." Utah Code Ann. 16-10a-401(5)(b)(iv) (2000), 16-11-16(6)(b)(iv)(2000), 48-2a-102(6)(e) (2000), 48-2c-106 (2001).
Example: "USAphones" vs. "USAPHONES"

6. "Differences between the singular and plural forms of words." Utah Code Ann. 16-10a-401(5)(b)(v)(2000), 48-2a-102(6)(f) (2000), 48-2c-106 (2001).
Example: The Bookstores vs. The Bookstore

7. Differences in whether the words or numbers are joined together, or a space separates them. See Utah Code Ann. 16-10a-401(5)(b)(vi) (2000), 48-2a-102(6)(g) (2000), 48-2c-106 (2001).
Example: "The Side Walk" vs. "The Sidewalk"

8. "Differences in abbreviations." Utah Code Ann. 16-10a-401(5)(b)(vii) (2000), 16-11-16(6)(b)(v) (2000), 48-2a-102(6)(h) (2000), 48-2c-106 (2001).
Example: "Easy Technology" vs. "Easy Tech."



Purpose of Corporate & Business Name Registration

Registration serves to protect a registered business name from encroachment by other businesses. The greater the use and identification of the name with the business in the public arena, the greater the legal protection the name has against infringement. See Department of Commerce (visited May 20, 2000) http://www.corporations.utah.gov/whyregs.html.

It should be noted that while similar names may be technically distinguishable, if one name has acquired a secondary meaning in the minds of public it will be afforded greater protection in the courts. For example, in Safeway Stores v. Safeway Properties, Inc., 307 F.2d 495 (2d Cir. 1962), the court held that use of the name "Safeway Properties" was likely to be confused with "Safeway Stores." And as "Safeway" had earned a secondary meaning in the public sector as being associated with the grocery store chain, "Safeway Stores" had a greater right to use of the name. Consequently, the court would not allow the name "Safeway Properties" to be used for advertising to the public.

Many members of the public erroneously believe that the Division grants exclusive rights to a business name when it issues a certificate of incorporation or accepts a DBA application for filing. Registering or filing a DBA does not automatically grant property rights or property interests in a name.

The Division checks for name availability by comparing the requested name with those on record in the Division offices. Consequently, this search does not reveal conflicts with names not registered with the state of Utah, such as names of foreign corporations doing business in Utah without state authorization, and assumed business names that have been used but are not currently registered.

This search also does not reveal conflicts that occur when names have been registered, but have not yet been processed into the system. Such a situation may occur when parties register using different methods. For example, one party may register using one of the available methods of registering: online, by fax, by mail, by email possibly within very similar time frames. When each registered the name it may have appeared available to both parties, while in actuality the name would have only been available to the party who registered the name first in time.

This type of conflict may also occur when there is a gap in time between when a party checks for availability and actually registers. For example, a party may check the internet for availability and then travel to an office to register. In the mean time, another party could have registered the name in person, or via facsimile or federal express. Without the means of checking a proposed name against these kinds of names, the Division cannot conclusively adjudge name availability.

Even if the Division had the records and resources necessary to compare requested names with all names in use, the Division still could not effectively identify and resolve all conflicts. Doing so would require extensive legal education on the part of all those involved in making such determinations. Moreover, the requisite amount of time to process such reviews would virtually bring business and corporate registration to a halt. The process could require upwards of twelve to sixteen months to otherwise complete each search, based on the procedures used by the Patent and Trademark Office. See United States Patent and Trademark Office website.

Another purpose of name registration is to make information regarding who is associated with a particular business entity accessible to those with whom he or she does business. The Utah Supreme Court explained as such in Platt v. Locke, 358 P.2d 95 (Utah 1961). The Court held that requiring registration of assumed names serves to facilitate awareness of the identity and whereabouts of those operating businesses under an assumed name. The purpose is not to make possible the policing or insuring of such businesses. It was the Court's contention that, given the purpose of name registration and that there are already penalties in place for failing to comply with registration requirements, further penalties, such as barring recovery on a contract for improperly registering a business name, should not be imposed.



Provisions of the Statute

Note: The following information should be used solely as a guide, and does not substitute the need to consult an attorney in choosing a name.

Corporation Name Requirements:

1) The name of a corporation must contain the term "corporation," "incorporated," or "company;" the abbreviation "corp.," "inc.," or "co.;" or a term that has a similar meaning in another language. Only the names of corporations may use these words or abbreviations, except for the word "company" or the abbreviation "co," as "company" and "co." are generic and may be used by any type of business entity applying to register its business name. See Utah Code Ann. 16-10a-401(1)(a) (2000).

Note: As of May 1, 2000, the Division cannot permit a DBA to register using the terms "incorporated," "corporation," "inc.," or "corp.," unless it is owned by a corporation. See Utah Code Ann. 42-2-6.6(1)(e) (2000).

2) The name may not suggest in any way that the corporation is organized for a purpose other than what is provided for in Section 16-10a-301, and in its articles of incorporation. See Utah Code Ann. 16-10a-401(1)(b) (2000).

3) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank," "Banker," "Banking," "Banc," "Banque," "Banco," "Bancorp," "Bancorporation," "Bankcard," "Bancard," See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association," "Building Association," "Savings and Loan Assoc.," "Building and Loan Assoc.," "Savings Bank," See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions.

4) The name of the corporation must be distinguishable from the name of any domestic or foreign non-profit or for-profit corporation, limited liability company, or limited partnership authorized to do business in this state; any name reserved with the Division for a corporation, limited liability company, or general or limited partnership; or any business name, fictitious name, or assumed name registered by the Division. See Utah Code Ann. 16-10a-401(2) (2000).

5) "A name is distinguishable.if it contains one or more different letters or numerals; or has a different sequence of letters or numerals from the other names on the Division's records." Utah Code Ann. 16-10a-401(5)(a) (2000).

6) Pursuant to section 16-10a-401(5)(b) of the Utah Code Annotated, the following items do NOT make a name distinguishable:
   a) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company;"    or the abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.", "L.C." or "L3C;"
   b) The presence or absence of the words or symbols of the words "the," "and," "a," "plus," or "+;"
   c) Differences in punctuation or special characters;
   d) Differences in capitalization;
   e) Differences between singular and plural forms of a word for a corporation:
      i) incorporated in or authorized to do business in this state on or after May 4, 1998; or
      ii) that changes its name on or after May 4, 1998;
   f) Differences in whether the letters or numbers immediately follow each other or are separated by one or more spaces if:
      i) the sequence of letters or numbers is identical; and
      ii) the corporation
          1) is incorporated or authorized to do business in this state on or after May 3, 1999; or
          2) changes its name on or after May 3, 1999; or
   g) Differences in abbreviations, for a corporation:
      i) incorporated in or authorized to do business in this state on or after May 1, 2000; or
      ii) that changes its name on or after May 1, 2000. Utah Code Ann. 16-10a-401(5)(a) (2000).

7) The corporation may use a name that is not distinguishable from those on the record if the other party whose business name is not distinguishable gives written consent, and agrees to change its name to one that is distinguishable; or the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name. See Utah Code Ann. 16-10a-401(3) (2000).

8) The corporation may file under the name of a corporation registered in this state if the other corporation is authorized to do business in this state, and the applicant has merged with the other corporation, or has been formed by reorganization of the other corporation. See Utah Code Ann. 16-10a-401(4) (2000).



Non-Profit Corporation Name Requirements See Utah Code Ann. 16-6a-401 (2001):

1) The name of a non-profit corporation may contain the terms "corporation," or "incorporated;" or the abbreviation "corp.," or "inc." Corporations are the only entities that may include "corporation," "incorporated," "corp.," or "inc." in their names.

2) The name may not suggest in any way that the non-profit corporation is organized for a purpose other than what is provided for in its articles of incorporation.

3) The name must be written in English or in letters of the English alphabet if not in English.

4) The name must be distinguishable from the name of any domestic or foreign non-profit or for-profit corporation; any name reserved with the Division for a non-profit or for-profit corporation; or any assumed name by the Division.

5) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank," "Banker," "Banking," "Banc," "Banque," "Banco," "Bancorp," "Bancorporation," "Bankcard," "Bancard," See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association," "Building Association," "Savings and Loan Assoc.," "Building and Loan Assoc.," "Savings Bank," See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions.

6) The non-profit corporation may use a name that is not distinguishable from those on the record if the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name.

7) The corporation may file under the name of a corporation registered in this state if the other corporation is authorized to do business in this state, and the applicant and other corporation have merged, the applicant has been created by reorganization of the other corporation, or has been given all or nearly all of the assets of the other corporation.



Business Trust Name Requirements:
1) The words "business trust" must be included as the last words of the business name. See Utah Code Ann. 16-15-103(1) (1995).

2) The name must be distinguishable from the name of any corporation, partnership, limited liability company, or business name on record with the Division. See Utah Code Ann. 16-15-103(1) (1995).

3) Pursuant to section 16-15-103(1) of the Utah Code Annotated, the name must be distinguishable from any name registered with the Division according to the rules set forth in the Revised Business Corporation Act.
    a) "A name is distinguishable.if it contains one or more different letters or numerals; or has a different sequence of letters or numerals from the other names on the division's records" Utah Code Ann. 16-10a-401(5)(a) (2000).
    b) The following items do NOT make a name distinguishable:
      i) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company;" or the       abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.," "L.C.," or "L3C;"
      ii) The presence or absence of the words or symbols of the words "the," "and," "a," "plus," or "+;"
      iii) Differences in punctuation or special characters;
      iv) Differences in capitalization;
      v) Differences between singular and plural forms of a word for a corporation:
        1) incorporated in or authorized to do business in this state on or after May 4, 1998; or
        2) that changes its name on or after May 4, 1998;
      vi) Differences in whether the letters or numbers immediately follow each other or are separated by one or more spaces if:
        1) the sequence of letters or numbers is identical; and
        2) the corporation
          a) is incorporated or authorized to do business in this state on or after May 3, 1999; or
          b) changes its name on or after May 3, 1999; or
      vii) Differences in abbreviations, for a corporation:
        1) incorporated in or authorized to do business in this state on or after May 1, 2000; or
        2) that changes its name on or after May 1, 2000. Utah Code Ann. 16-10a-401(5)(b) (2000).



Business Development Corporation Name Requirements:
1) The name must include the words "business development corporation." See Utah Code Ann. 16-13-1 (1992).

Professional Corporation Name Requirements:
1) The name of a professional corporation must contain the term "professional corporation," or the abbreviation "P.C." See Utah Code Ann. 16-11-16(1)(a) (2000). Only the names of professional corporations may contain the term "professional corporation," or the abbreviation "P.C." See Utah Code Ann. 16-11-16(3) (2000).

2) The name may not contain the word "incorporated," or the abbreviation "inc." See Utah Code Ann. 16-11-16(1)(b) (2000).

3) The name may not suggest in any way that the professional corporation is organized for a purpose other than what is outlined in Section 16-11-6, and in its articles of incorporation. See Utah Code Ann. 16-11-16(1)(c) (2000).

4) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank", "Banker", "Banking", "Banc", "Banque", "Banco", "Bancorp", "Bancorporation", "Bankcard", "Bancard", See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association", "Building Association", "Savings and Loan Assoc.", "Building and Loan Assoc.", "Savings Bank", See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions

5) The name must be distinguishable from the name of any domestic or foreign corporation, limited liability company, or limited partnership authorized to do business in this state; any name reserved with the Division for a corporation, limited liability company, or general or limited partnership; or any business name, fictitious name, or assumed name, registered by the Division. See Utah Code Ann. 16-11-16(4) (2000).

6) "A name is distinguishable.if it contains one or more different letters or numerals; or has a different sequence of letters or numerals from the other names on the Division's records." Utah Code Ann. 16-11-16(6)(a) (2000).

7) Pursuant to section 16-11-16(6)(b) of the Utah Code Annotated, the following items do NOT make a name distinguishable:
    a) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company;" or the abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.," or "L.C.;"
    b) The presence or absence of the words or symbols of the words "the," "and," "a" or "plus;"
    c) Differences in punctuation or special characters;
    d) Differences in capitalization;
    e) Differences in abbreviations. Utah Code Ann. 16-11-16(6)(b) (2000).

8) The professional corporation may use a name that is not distinguishable from those on the record if the other party whose business name is not distinguishable gives written consent, and agrees to change its name to one that is distinguishable; or the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name. See Utah Code Ann. 16-11-16(5) (2000).



DBA Name Requirements:
1) An assumed name authorized for use in this state on or after May 1, 2000 may not contain the word "incorporated," or the abbreviation "inc.," unless it is owned by either a domestic or foreign non-profit or for-profit corporation. See Utah Code Ann. 42-2-6.6(1)(e) to -(2)(d) (2000).

2) The name may not suggest in any way that the business is organized for a purpose not provided for in its application. See Utah Code Ann. 42-2-6.6(1)(a) (2000).

3) The name must be written in English or in letters of the English alphabet if not in English. See Utah Code Ann. 42-2-6.6(4) (2000).

4) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank", "Banker", "Banking", "Banc", "Banque", "Banco", "Bancorp", "Bancorporation", "Bankcard", "Bancard", See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association", "Building Association", "Savings and Loan Assoc.", "Building and Loan Assoc.", "Savings Bank", See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions

5) Pursuant to section 42-2-6.6(1)(b) of the Utah Code Annotated, the name must be distinguishable from any name registered with the Division according to the rules set forth in the Revised Business Corporation Act.

    a) "A name is distinguishable.if it contains one or more different letters or numerals; or has a different sequence of letters or numerals from the other names on the Division's records." Utah Code Ann. 16-10a-401(5)(a) (2000).

    b) The following items do NOT make a name distinguishable:
       i) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company"; or the abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.", "L.C." or "L3C";
       ii) The presence or absence of the words or symbols of the words "the", "and", "a", "plus" or "+";
       iii) Differences in punctuation or special characters;
       iv) Differences in capitalization;
       v) Differences between singular and plural forms of a word for a corporation:
          1) incorporated in or authorized to do business in this state on or after May 4, 1998; or
          2) that changes its name on or after May 4, 1998;
       vi) Differences in whether the letters or numbers immediately follow each other or are separated by one or more spaces if:
          1) the sequence of letters or numbers is identical; and
          2) the corporation
             a) is incorporated or authorized to do business in this state on or after May 3, 1999; or
             b) changes its name on or after May 3, 1999; or
       vii) Differences in abbreviations, for a corporation:
          1) incorporated in or authorized to do business in this state on or after May 1, 2000; or
          2) that changes its name on or after May 1, 2000. Utah Code Ann. 16-10a-401(5)(b) (2000).

6) The business may use a name that is not distinguishable from those on the record if the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name. See Utah Code Ann. 42-2-6.6(3)(b) (2000).



Limited Liability Partnership Name Requirements:
1) The name of the limited liability partnership must contain the term "limited liability partnership"; or the abbreviation "L.L.P.," or "LLP." See Utah Code Ann. 48-1-45 (1994).

Limited Partnership Name Requirements:
1) The name of a limited partnership must contain the term "limited partnership," or "limited," or the abbreviation "L.P.," or "Ltd." See Utah Code Ann. 48-2a-102(1)(a) (2000). According to section 48-2a-102(2)(a) of the Utah Code Annotated, only a limited partnership may use the terms "limited," or "limited partnership"; or the abbreviations "Ltd.," or "L.P.," with the following exceptions:
a) A foreign corporation whose actual name includes the word "limited" or "Ltd." may use its actual name in this state if it also uses: "corporation"; "incorporated"; or ["corp.," or "inc."];
b) A limited liability company may use in its name in this state the terms: "limited"; "limited company"; "L.C."; "L.L.C."; "LC"; or "LLC."
c) A limited liability partnership may use the terms "limited liability partnership," "L.L.P.," or "LLP." Utah Code Ann. 48-2a-102(2)(a) (2000).

2) "The name of each limited partnership may not contain the name of a limited partner unless: it is the name of a general partner; it is the corporate name of a corporate general partner; or the business of the limited partnership had been carried on under that name before the admission of that limited partner." Utah Code Ann. 48-2a-102(1)(b) (2000).

3) The name of the limited partnership cannot contain the words "association," "corporation," or "incorporated"; the abbreviations "assoc.," "corp.," or "inc."; or similar terms in another language. See Utah Code Ann. 48-2a-102(1)(c) (2000).

4) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank", "Banker", "Banking", "Banc", "Banque", "Banco", "Bancorp", "Bancorporation", "Bankcard", "Bancard", See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association", "Building Association", "Savings and Loan Assoc.", "Building and Loan Assoc.", "Savings Bank", See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions

5) The name must be distinguishable from the name of any non-profit or for-profit corporation, or limited partnership authorized to do business in this state; any name reserved with the Division for a corporation; or any fictitious name, or assumed name registered by the Division. See Utah Code Ann. 48-2a-102(3) (2000).

6) "A name is distinguishable.if it contains one or more different letters or numerals from the other names on the Division's records." Utah Code Ann. 48-2a-102(5) (2000).

7) Pursuant to section 48-2a-102(6) of the Utah Code Annotated, the following items do NOT make a name distinguishable:
a) [Use of] the words "incorporated," "corporation," "company," "limited partnership," or "limited"; or the abbreviations "inc.," "corp.," "co.," "L.P.," or "Ltd.";
b) Differences in the use or lack of use of the words or symbols of the words "the", "and", "a", "plus" or "+";
c) Differences in punctuation or special characters;
d) Differences in capitalization;
e) Differences between singular and plural forms of a word for a limited partnership:
i) formed in or registered as a foreign limited partnership in this state on or after May 4, 1998; or
ii) that changes its name on or after May 4, 1998;
f) Differences in whether the letters or numbers immediately follow each other or are separated by one or more spaces if:
i) the sequence of letters or numbers is identical; and
ii) the limited partnership
1) is formed in or registered as a foreign limited partnership in this state on or after May 3, 1999; or
2) changes its name on or after May 3, 1999; or
g) Differences in abbreviations, for a limited partnership
h) formed in or registered as a foreign limited partnership in this state on or after May 1, 2000; or
i) that changes its name on or after May 1, 2000. Utah Code Ann. 48-2a-102(6) (2000).

8) The corporation may use a name that is not distinguishable from those on the record if the other party whose name is not distinguishable gives written consent, and agrees to change its name to one that is distinguishable; or the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name. See Utah Code Ann. 48-2a-102(4) (2000).


Limited Liability Company Name Requirements See Utah Code Ann. 48-2c-106 (2001):
1) The name of the limited liability company must contain the words "limited company," or "limited liability company"; or the abbreviation "L.C.," or "L.L.C.". Only a limited liability company may use the terms "limited liability company," "limited company"; or the abbreviations "L.L.C.," "L.C.," "LLC," "LC," with the following exceptions:
    a) A foreign corporation whose actual name includes the word "limited" or "Ltd." may use its actual name in this state if it also uses: "corporation"; "incorporated"; or ["corp.," or "inc."];
    b) A limited liability partnership may use in its name the terms: "limited liability partnership"; "L.L.P."; or "LLP."

2) The name of the limited liability company may not contain the words "association," "corporation," "incorporated," "limited partnership," or "limited"; or the abbreviations "assoc.," "corp.," "inc.," "L.P.," or "Ltd."

3) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank", "Banker", "Banking", "Banc", "Banque", "Banco", "Bancorp", "Bancorporation", "Bankcard", "Bancard", See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association", "Building Association", "Savings and Loan Assoc.", "Building and Loan Assoc.", "Savings Bank", See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions

4) The name must be distinguishable from the name of any domestic or foreign non-profit or for-profit corporation, limited liability company, or limited partnership authorized to do business in this state; any name reserved with the Division for a corporation, limited liability company, or limited partnership; or any business name, fictitious name, or assumed name registered by the Division.

5) "A name is distinguishable.if it contains one or more different letters or numerals from the other names on the Division's records." 6) The following items do NOT make a name distinguishable:
    a) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company"; or the abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.," or "L.C."
    b) The presence or absence of the words or symbols of the words "the," "and," "a" or "plus";
    c) Differences in punctuation or special characters;
    d) Differences in capitalization;
    e) Differences between singular and plural forms of a word for a limited liability company:
       i) formed in or registered as a foreign limited liability company in this state on or after May 4, 1998; or
       ii) that changes its name on or after May 4, 1998;
    f) Differences in whether the letters or numbers immediately follow each other or are separated by one or more spaces if:
       i) the sequence of letters or numbers is identical; and
       ii) the limited liability company
          1) is formed in or registered as a foreign limited liability company in this state on or after May 3, 1999; or
          2) changes its name on or after May 3, 1999; or
    g) Differences in abbreviations, for a limited liability company:
    h) formed in or registered as a foreign limited liability company in this state on or after May 1, 2000; or
    i) that changes its name on or after May 1, 2000.

7) The limited liability company may use a name that is not distinguishable if the other party whose name is not distinguishable gives written consent, and agrees to change its name to one that is distinguishable; or if the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction establishing the applicant's right to use of the name.


Professional Limited Liability Company Name Requirements See Utah Code Ann. 48-2c-1505 & 48-2c-106 (2001):
1) The name should contain the words "professional limited liability company" or the abbreviations "P.L.L.C." or "PLLC". See Utah Code Ann. 48-2c-1503 (2001). An PLLC can not use the words in the name of the company: "Inc", "Incorporated", "Corp", "Corporation", "LP", "LTD", "Association"

2) The name may not suggest in any way that the professional limited liability company is organized for a purpose other than what is outlined in Section 48-2c-1503, and in its articles of organization. See Utah Code Ann. 48-2c-403 (2001).

3) The name cannot include the words "Olympic," "Olympiad," or "Citius Altius Fortius" without written consent from the United States Olympic Committee; or the words "university," "college," or "institute" without consent from the Division of Consumer Protection in accordance with Section 53B-5-114. See Utah Code Ann. 16-10a-401(1)(c)-(d) (2000). or the words "Bank", "Banker", "Banking", "Banc", "Banque", "Banco", "Bancorp", "Bancorporation", "Bankcard", "Bancard", See Utah Code Ann. 7-1-701(3)(a)-(b) (1998). "Savings Association", "Building Association", "Savings and Loan Assoc.", "Building and Loan Assoc.", "Savings Bank", See Utah Code Ann. 7-1-701(4)(a)-(5) (1994) without consent from the Department of Financial Institutions

4) The actual name, reserved name, or fictitious or assumed name of any entity registered with the Divisio. See Utah Code Ann. 48-2c-106 (2001).

5) "A name is distinguishable.if it contains one or more different letters or numerals; or has a different sequence of letters or numerals from the other names on the Division's records." Utah Code Ann. 48-2c-106 (2001).

6) Pursuant to section 48-2c-106 of the Utah Code Annotated, the following items do NOT make a name distinguishable:
    a) [Use of] the words "incorporated," "corporation," "company," "limited partnership," "limited," "limited liability company," or "limited company";     or the abbreviations "inc.," "corp.," "co.," "L.P.," "Ltd.," "L.L.C.," or "L.C.";
    b) The presence or absence of the words or symbols of the words "the," "and," "a" or "plus";
    c) Differences in punctuation or special characters;
    d) Differences in capitalization;
    e) Differences in abbreviations;
    f) Singular and plural;
    g) Letters or numbers immediately follow each other or separated by one or more spaces.

7) The professional limited liability company may use a name that is not distinguishable from those on the record if the other party whose business name is not distinguishable gives written consent, and agrees to change its name to one that is distinguishable; or the applicant attaches a certified copy of the final judgment of a court of appropriate jurisdiction verifying the applicant's right to use of the name. See Utah Code Ann. 48-2c-106 (2001).

Miscellaneous Provisions:
1) The Division shall not approve requested names which imply in any way that it is an agency of the state or any of its political subdivisions without proof of authorization to register such a name. See Utah Code Ann. 16-10a-401(6) (2000), 16-11-16(2) (2000), 42-2-6.6(7) (2000), 48-2a-102(8) (2000), 48-2c-106 (2001).

2) The Division Director is specifically authorized to issue interpretations of the business and corporation name statutes and to promulgate policies and rules governing the administration thereof. See Utah Code Ann. 16-10a-401(5)(c) (2000), 16-11-16(7) (2000), 42-2-6.6(6) (2000), 48-2a-102(7) (2000), 48-2c-106 (2001).

3) Complete and unaltered copies of these Policies and Procedures may be provided the public upon request.

The foregoing policies and procedures for administering corporate and business name availability are issued this 10th day of May, 2006.

Kathy Berg
Director

Division of Corporations & Commercial Code
Mail In: PO Box 146705
Salt Lake City, Utah 84114-6705
Walk In: 160 East 300 South, Main Floor
Information Center: (801) 530-4849
Toll Free Number: (877) 526-3994 (Utah Residents)
Fax: (801) 530-6438

 

160 E. 300 S. 2nd Floor   Salt Lake City, UT 84111   •   Phone: 801-530-4849   •   Toll-Free: 1-877-526-3994   •   Fax: 801-530-6438   •   E-mail: corpucc@utah.gov