271B.15-060 Corporate name of foreign corporation. (Repealed, effective January
1, 2011)
(1) If the real name of a foreign corporation does not satisfy the requirements of KRS
271B.4-010, the foreign corporation to obtain or maintain a certificate of authority <br>to transact business in this state: <br>(a) May add the word "corporation," "incorporated," "company," or "limited" or
the abbreviation "corp.," "inc.," "co.," or "ltd." to its real name for use in this <br>state; or
(b) May use a fictitious name to transact business in this state if its real name is
unavailable and it delivers to the Secretary of State for filing a copy of the <br>resolution of its board of directors, certified by its secretary, adopting the <br>fictitious name.
(2) Except as authorized by subsections (3) and (4) of this section, the real or fictitious
name of a foreign corporation shall be distinguishable upon the records of the <br>Secretary of State from any name of record with the Secretary of State.
(3) A foreign corporation may apply to the Secretary of State for authorization to use in
this state a name that is not distinguishable upon his records from the name applied <br>for. The Secretary of State shall authorize use of the name applied for if: <br>(a) The other entity consents to the use in writing and submits an undertaking in
form satisfactory to the Secretary of State to change its name to a name that is <br>distinguishable upon the records of the Secretary of State from the name of the <br>applying corporation; or
(b) The applicant delivers to the Secretary of State a certified copy of a final
judgment of a court of competent jurisdiction establishing the applicant's right <br>to use the name applied for in this state.
(4) A foreign corporation may use in this state the name, including the fictitious name,
of another domestic or foreign entity that is used in this state if the other entity is <br>incorporated or authorized to transact business in this state and the foreign entity: <br>(a) Has merged with the other entity; <br>(b) Has been formed by reorganization of the other entity; or <br>(c) Has acquired all or substantially all of the assets, including the corporate
name, of the other entity.
(5) If a foreign corporation authorized to transact business in this state changes its real
name to one that does not satisfy the requirements of KRS 271B.4-010, it shall not <br>transact business in this state under the changed name until it adopts a fictitious <br>name satisfying the requirements of KRS 271B.4-010 and obtains an amended <br>certificate of authority under KRS 271B.15-040.
Effective: July 15, 2010 <br>History: Repealed and reenacted 2010 Ky. Acts ch. 51, sec. 73, effective July 15, 2010;
and repealed ch. 151, sec. 151, effective January 1, 2011. -- Amended 2007 Ky. Acts <br>ch. 137, sec. 73, effective June 26, 2007. -- Amended 2006 Ky. Acts ch. 149, <br>sec. 227, effective July 12, 2006. -- Created 1988 Ky. Acts ch. 23, sec. 158, effective <br>January 1, 1989.
Legislative Research Commission Note (7/15/2010). 2010 Ky. Acts ch. 51, sec. 183,
provides, "The specific textual provisions of Sections 1 to 178 of this Act which <br>reflect amendments made to those sections by 2007 Ky. Acts ch. 137 shall be deemed <br>effective as of June 26, 2007, and those provisions are hereby made expressly <br>retroactive to that date, with the remainder of the text of those sections being <br>unaffected by the provisions of this section."
Legislative Research Commission Note (1/1/2011). 2010 Ky. Acts ch. 151, sec. 151,
has repealed this statute effective January 1, 2011.
Disclaimer: These codes may not be the most recent version. Kentucky may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
