§ 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 shall be distinguishable in the records of the Secretary of State from 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 in the records of the Secretary of State from one or more of the names described in subsection (b) of this section. 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 in the records from 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; amended 2015, No. 17, § 5.)
Structure Vermont Statutes
Title 11 - Corporations, Partnerships and Associations
§ 3203. Effect of partnership agreement; nonwaivable provisions
§ 3204. Supplemental principles of law
§ 3205. Execution, filing, and recording of statements
§ 3207. Partnership subject to amendment or repeal of chapter
§ 3212. Formation of partnership
§ 3214. When property is partnership property
§ 3221. Partner agent of partnership
§ 3222. Transfer of partnership property
§ 3223. Statement of partnership authority
§ 3225. Partnership liable for partner’s actionable conduct
§ 3227. Actions by and against partnership and partners
§ 3228. Liability of purported partner
§ 3231. Partner’s rights and duties
§ 3233. Partner’s rights and duties with respect to information
§ 3234. General standards of partner’s conduct
§ 3235. Actions by partnership and partners
§ 3236. Continuation of partnership beyond definite term or particular undertaking
§ 3241. Partner not co-owner of partnership property
§ 3242. Partner’s transferable interest in partnership
§ 3243. Transfer of partner’s transferable interest
§ 3244. Partner’s transferable interest subject to charging order
§ 3251. Events causing partner’s dissociation
§ 3252. Partner’s power to dissociate; wrongful dissociation
§ 3253. Effect of partner’s dissociation
§ 3261. Purchase of dissociated partner’s interest
§ 3262. Dissociated partner’s power to bind and liability to partnership
§ 3263. Dissociated partner’s liability to other persons
§ 3264. Statement of dissociation
§ 3265. Continued use of partnership name
§ 3271. Events causing dissolution and winding up of partnership business
§ 3272. Partnership continues after dissolution
§ 3273. Right to wind up partnership business
§ 3274. Partner’s power to bind partnership after dissolution
§ 3275. Statement of dissolution
§ 3276. Partner’s liability to other partners after dissolution
§ 3277. Settlement of accounts and contributions among partners
§ 3282. Conversion of partnership to limited partnership
§ 3283. Conversion of limited partnership to partnership
§ 3284. Effect of conversion; entity unchanged
§ 3285. Merger of partnerships
§ 3291. Statement of qualification
§ 3301. Law governing foreign limited liability partnership
§ 3302. Statement of foreign qualification
§ 3303. Effect of failure to qualify
§ 3304. Activities not constituting transacting business
§ 3305. Action by Attorney General