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O.C.G.A. § 14-3-401 — Corporate name | Georgia Code
O.C.G.A. § 14-3-401 (2018) Copy Cite Official Site Syfertize CourtListener Scholar Amendments

TITLE 14 CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

Section 3. Nonprofit Corporations, 14-3-101 through 14-3-1703.

ARTICLE 4 CORPORATE NAME

14-3-401. Corporate name.

  1. A corporate name:
    1. Must contain the word "corporation," "incorporated," "company," or "limited," or the abbreviation "Corp.," "Inc.," "Co.," or "Ltd.," or words or abbreviations of like import in a language other than English;
    2. May not contain language stating or implying that the corporation is organized for a purpose other than that permitted by its articles of incorporation and by Code Section 14-3-301;
    3. May not contain anything which, in the reasonable judgment of the Secretary of State, is obscene; and
    4. Shall not in any instance exceed 80 characters, including spaces and punctuation.
  2. Except as authorized by subsections (c) and (d) of this Code section, a corporate name must be distinguishable upon the records of the Secretary of State from:
    1. The corporate name of an incorporated organization, whether for profit or not for profit, incorporated or authorized to transact business in this state;
    2. A corporate name reserved or registered under this chapter or Chapter 2 of this title;
    3. The fictitious name adopted by a foreign corporation authorized to transact business in this state because its real name is unavailable;
    4. The name of a limited partnership or professional association reserved or filed with the Secretary of State under Chapter 9 of this title; and
    5. The name of a limited liability company formed or authorized to transact business in this state.
  3. A corporation may apply to the Secretary of State for authorization to use a name that is not distinguishable upon his or her records from one or more of the names described in subsection (b) of this Code section. The Secretary of State shall authorize use of the nameapplied for if the other corporation consents to the use in writing and files with the Secretary of State articles of amendment to its articles of incorporation changing its name to a name that is distinguishable upon the records of the Secretary of State from the name of the applying corporation.
  4. A corporation may use the name (including the fictitious name) of another domestic or foreign corporation that is used in this state if the other corporation is incorporated or authorized to transact business in this state and:
    1. The proposed user corporation has merged with the other corporation;
    2. The proposed user corporation has been formed by reorganization of the other corporation; or
    3. The other domestic or foreign corporation has taken the steps required by this chapter to change its name to a name that is distinguishable upon the records of the Secretary of State from the name of the foreign corporation applying to use its former name.
  5. This chapter does not control the use of fictitious or trade names. Issuance of a name under this chapter means that the name is distinguishable for filing purposes on the records of the Secretary of State pursuant to subsection (b) of this Code section.Issuance of a corporate name does not affect the commercial availability of the name.

(Code 1981, §14-3-401, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 1995, p. 482, § 9; Ga. L. 2004, p. 508, § 68.)

Cross references.

- Registration of trade name used by corporation in lieu of corporate name, § 10-1-490 et seq.

RESEARCH REFERENCES

Am. Jur. 2d.

- 18A Am. Jur. 2d, Corporations, §§ 222 et seq.

C.J.S.

- 7 C.J.S., Associations, § 34. 18 C.J.S., Corporations, § 132 et seq. 77 C.J.S., Religious Societies, § 18.

ALR.

- Construction and effect of statutes as to doing business under an assumed or fictitious name or designation not showing the names of the persons interested, 45 A.L.R. 198; 42 A.L.R.2d 516.

Right, in absence of self-imposed restraint, to use one's own name for business purposes to detriment of another using the same or a similar name, 44 A.L.R.2d 1156; 72 A.L.R.3d 8.

Right of benevolent or fraternal society or organization to protection against use of same or similar name, insignia, or ritual by another organization, 76 A.L.R.2d 1396.

Right to protection of corporate name, as between domestic corporation and foreign corporation not qualified to do business in state, 26 A.L.R.3d 994.

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This Georgia Code resource is curated by an Orange Park personal injury and workers' comp lawyer, a personal injury and workers' compensation attorney admitted in Georgia (State Bar of Georgia No. 881027, since 2006) and Florida. For legal consultation, call 904-383-7448.