2011 Vermont Code
Title 11 Corporations, Partnerships and Associations
Chapter 22 PARTNERSHIPS
§ 3292 Name

§ 3292. Name

(a) The name of a limited liability partnership must end with "Registered Limited Liability Partnership," "Limited Liability Partnership," "R.L.L.P.," "L.L.P.," "RLLP," or "LLP."

(b) Except as authorized by subsections (c) and (d) of this section, a limited liability partnership's name, based upon the records of the secretary of state, shall be distinguishable from, and not the same as, deceptively similar to, or likely to be confused with or mistaken for any name granted, registered or reserved under this chapter, or the name of any other entity, whether domestic or foreign, that is granted, reserved or registered by or with the secretary of state.

(c) A limited liability partnership may apply to the secretary of state for authorization to use a name that is not distinguishable from or is the same as, deceptively similar to, or likely to be confused with or mistaken for one or more of the names described in subsection (b) of this section, as determined from review of the records of the secretary of state. The secretary of state shall authorize use of the name applied for if:

(1) the other entity consents to the use in writing and submits an undertaking in a form satisfactory to the secretary of state to change its name to a name that is distinguishable from, and not the same as, deceptively similar to, or likely to be confused with or mistaken for the name of the applying company; or

(2) the applicant delivers to the secretary of state a certified copy of the final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.

(d) A limited liability partnership may use the name (including the trade name) of another domestic or foreign limited liability partnership that is used in this state if the other partnership is organized or authorized to transact business in this state and the proposed user partnership:

(1) has merged with the other partnership;

(2) has been formed by reorganization of the other partnership; or

(3) has acquired all or substantially all of the assets, including the name, of the other partnership.

(e) Notwithstanding any other provision of law, a limited liability partnership or foreign limited liability partnership that renders professional service may use as its name all or some of the names of individual present or former partners of the partnership or a predecessor partnership, as permitted by the applicable rules of ethics and by the applicable statutory or regulatory provisions governing the rendering of such professional service. (Added 1997, No. 149 (Adj. Sess.), { 1, eff. Jan. 1, 1999.)