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Approval of the Superintendent to Use Certain Words in the Titles of Corporations

(both For-Profit and Non-Profit, Limited Partnerships and Limited Liability Companies and in Assumed (D/B/A) or Fictitious Names.)


Under the provisions of Section 301(a)(5)(B) of the Business Corporation Law of New York, a domestic or foreign corporation is prohibited from using certain words in its name unless the approval of the Superintendent of Financial Services has been given. Similar prohibitions are contained in New York’s Not-for-Profit Corporation Law (Section 301(a)(5)(B)), General Business Law (Section 130(2)(c)), Revised Limited Partnership Act (Section 121-102(a)(3)(B) of the Partnership Law), and Limited Liability Company Law (Section 204(f)).

The following names or derivatives of such names, taken from the list of prohibited names, have been determined to require the prior approval of the Superintendent of Banks:

Persons seeking the Superintendent's approval are requested to submit a letter containing the following information to the Department of Financial Services:

  1. A detailed letter, preferably from an attorney, describing in plain language: (a) the business activities of the entity in New York; and attesting either (b) to the status of any registration, license, charter or other authorization under New York Banking Law that the corporation must obtain in order to do business in this State; or (c) that no registration, license, charter or other authorization is necessary to conduct that business in this State.
  2. Evidence of Name. A photocopy of that portion of the entity’s proposed or current Certificate of Incorporation or Articles of Organization or Limited Partnership Agreement, or amendment thereto, or a Certificate of Good Standing, evidencing the entity’s name.
  3. Certification. The person who submits a letter concerning the business activities of the entity must certify that he/she has knowledge of the facts and shall certify that the description of the listed business activities is, to the best of his/her knowledge, true and accurate.

    If the person attesting to the fact that a license, charter, registration or other authorization is or is not required by the entity seeking name approval is a duly licensed attorney, such person shall certify that such attestation is, to the best of his/her knowledge, true and correct. If such person is not a duly licensed attorney, such person shall certify that such attestation is made upon information and belief.

  4. Any other information requested by the Department.

The approval granted by the Department does not constitute a license to engage in any particular activity and does not itself operate to reserve the name with the Secretary of State or the Department of Financial Services. Approval is limited to the use of the word or a derivative of the word approved for use in the entity’s name.

New York State Department of Financial Services
Attn: Office of General Counsel, Name Approval
One State Street
New York, New York 10004

 

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