Reserving a Corporate Name or Limited Liability Company Name A corporate name or Limited Liability Company name may be reserved by an individual or entity in one of the eligible categories listed below. The reservation is made on a form available from the Secretary of State, and is effective for 12 months. The reservation may be renewed for an unlimited number of 12-month periods. The fee for reserving the name appears in the Secretary of State Fee Schedule later in this Guide. Eligible categories are: • A person doing business in this state under the desired name (the term “person” includes a corporation or unincorporated association); • A person intending to incorporate under Minn. Stat. Chapter 302A or form a Limited Liability Company under Minn. Stat. Chapter 322C; • A domestic corporation or domestic Limited Liability Company intending to change its name; • A foreign corporation or foreign Limited Liability Company intending to apply for a certificate of authority to transact business in Minnesota; • A foreign corporation or foreign Limited Liability Company authorized to transact business in Minnesota and intending to change its name; • A person intending to incorporate a foreign corporation or foreign Limited Liability Company and tending to have that entity apply for a certificate of authority to transact business in Minnesota; or • A foreign corporation or foreign Limited Liability Company doing business under that name or a name deceptively similar to that name in one or more states other than Minnesota and not described above.
DETERMINING WHETHER A NAME IS DISTINGUISHABLE
General Rule In general, any name which contains a different word from existing names on file with the Secretary of State is distinguishable and the name is acceptable for filing as an assumed name or as the name of a corporation or limited liability partnership or Limited Liability Company. Exceptions to this general rule are stated in the following section. Exceptions Names which are identical except for the following are not distinguishable and will not be accepted for filing: • Entity designations regardless of where they appear in the name. These include Incorporated, Corporation, Company, Limited, Limited Liability Company, Limited Liability Limited Partnership, Professional Limited Liability Company, Limited Liability Partnership, Professional Limited Liability Partnership, Professional Association, Limited Partnership and their abbreviations, and Chartered.
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