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This entry was published on 2014-09-22
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SECTION 205
Reservation of name
Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 2
§ 205. Reservation of name. (a) Subject to section two hundred four of
this article, the exclusive right to the use of a name may be reserved
by:

(1) any person intending to form or cause the formation of a domestic
limited liability company under this chapter;

(2) any domestic limited liability company or any authorized foreign
limited liability company intending to change its name;

(3) any foreign limited liability company intending to apply for
authority to do business in this state and to adopt that name; and

(4) any person intending to form a foreign limited liability company
and intending to have it apply for authority to do business in this
state.

(b) A fictitious name for use pursuant to section eight hundred two of
this chapter may be reserved by:

(1) any foreign limited liability company intending to apply for
authority to do business in this state pursuant to section eight hundred
two of this chapter;

(2) any authorized foreign limited liability company intending to
change the fictitious name under which it does business in this state;
and

(3) any authorized foreign limited liability company that has changed
its name in its jurisdiction, such new name not being available in this
state.

(c) Application to reserve a limited liability company name shall be
delivered to the department of state. It shall set forth the name and
address of the applicant, the name to be reserved and a statement of the
basis for the application under subdivision (a) or (b) of this section.
The secretary of state may require that there be included in the
application a statement as to the nature of the business to be conducted
by the limited liability company it being sufficient to state, either
alone, or with other purposes, that the limited liability company
intends to conduct any lawful act or activity for which limited
liability companies may be formed under this chapter, provided that it
also state that it is not intended to be formed to engage in any act or
activity requiring the consent or approval of any state official,
department, board or agency or other body without such consent or
approval first being obtained. If the name is available for use by the
applicant for a limited liability company, the department of state shall
reserve the name for the use of the applicant for a period of sixty days
and issue a certificate of reservation. The restrictions and
qualifications set forth in section two hundred four of this article are
not waived by the issuance of a certificate of reservation. The
certificate of reservation shall include the name of the applicant, the
name reserved and the date of reservation. The certificate of
reservation (or in lieu thereof an affidavit by the applicant or by his
or her agent or attorney that the certificate of reservation has been
lost or destroyed) shall accompany the articles of organization or the
application for authority when either is delivered to the department of
state. The secretary of state may extend the reservation for additional
periods of not more than sixty days each, upon the written request of
the applicant or his or her attorney in fact or agent delivered to the
department of state and filed before expiration of the reservation
period then in effect. Such request shall have attached to it the
certificate of reservation. No more than two such extensions shall be
granted.

(d) Upon request of the applicant, delivered to the department of
state before the expiration of the reserved period, the department shall
cancel the reservation.