and signs the form and files it with the Secretary of State, along with a filing fee. The Secretary of State then processes the form. After the Secretary of State notifies the business owner that the filing is accepted, the business owner must have the certificate published for two consecutive issues in a newspaper qualified to print legal notices (sometimes called a “legal newspaper”) in the county where the registered office or principal place of business is located. A qualified newspaper is one which meets the statutory standards established by Minn. Stat. Chapter 331A. The cost of publishing this notice is set by the newspaper and paid for by the person or entity making the assumed name filing. The Secretary of State maintains a list of “legal newspapers.” Failure to publish the notice renders the assumed name filing invalid. A business that fails to file its assumed name as required by law will be assessed $250 in costs at the time of any subsequent lawsuit by or against the business. Duration of Filing Period; Filing Amendments A certificate of assumed name is valid as long as an annual renewal is filed, unless there are changes in the information provided on the certificate. The Secretary of State mails the business a renewal form six months prior to expiration of the certificate. For this reason, it is important to file an amendment to the assumed name certificate each time the address information on the certificate becomes outdated. If other information provided on the certificate of assumed name changes, the business must also file an amendment with the Secretary of State. Any amendments must be filed within sixty days after the change takes place. See the Secretary of State Fee Schedule later in this Guide for filing fees.
NAMING A CORPORATION, LIMITED PARTNERSHIP, LIMITED LIABILITY PARTNERSHIP OR Limited Liability Company
Statutory Requirements Name requirements for corporations, limited liability partnerships and Limited Liability Companies are established by statute. The name of a corporation must: • Be in the English language or any other language expressed in English characters; • Contain the words “corporation”, “incorporated”, or “limited”, or an abbreviation of one or more of these words, or the word “company” or the abbreviation “Co.” if that word or abbreviation is not preceded by “and” or “&” or in the case of a professional corporation, the words “professional association,” or “chartered,” or the abbreviation “P.A.”; • Not contain a word or phrase indicating that the corporation conducts a business that is not a legal business purpose; and • Be distinguishable from the name of each domestic or foreign corporation, Limited Liability Company, limited partnership, limited liability partnership or any reserved name, assumed name, trademark or service mark on file with the Secretary of State at the time of the filing.
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