| |
| |
|
|
A BILL TO BE ENTITLED
|
|
|
AN ACT
|
|
|
relating to the names of certain businesses. |
|
|
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: |
|
|
SECTION 1. Section 5.053, Business Organizations Code, is |
|
|
amended to read as follows: |
|
|
Sec. 5.053. DISTINGUISHABLE [IDENTICAL AND DECEPTIVELY
|
|
|
SIMILAR] NAMES REQUIRED [PROHIBITED]. (a) The name of a [A] filing |
|
|
entity or the name under which [may not have a name, and] a foreign |
|
|
filing entity registers [may not register] to transact business in |
|
|
this state must be distinguishable in the records of the secretary |
|
|
of state from [under a name, that is the same as, or that the
|
|
|
secretary of state determines to be deceptively similar or similar
|
|
|
to]: |
|
|
(1) the name of another existing filing entity; |
|
|
(2) the name of a foreign filing entity that is |
|
|
registered under Chapter 9; |
|
|
(3) an assumed name under which a foreign filing |
|
|
entity is registered to transact business in this state under |
|
|
Section 9.004(b)(1) because the foreign filing entity's name is not |
|
|
available; |
|
|
(4) a name that is reserved under Subchapter C; or |
|
|
(5) [(4)] a name that is registered under Subchapter |
|
|
D. |
|
|
(b) Subsection (a) does not apply if: |
|
|
(1) the other entity or the person for whom the name is |
|
|
reserved or registered, as appropriate, consents in writing to the |
|
|
use of the [similar] name and files with the secretary of state a |
|
|
filing instrument that changes the entity's name or withdraws the |
|
|
reservation or registration of the name, as appropriate; or |
|
|
(2) the filing entity or foreign filing entity |
|
|
delivers to the secretary of state a certified copy of the final |
|
|
judgment of a court of competent jurisdiction establishing the |
|
|
entity's right to have the name. |
|
|
SECTION 2. Section 5.102, Business Organizations Code, is |
|
|
amended to read as follows: |
|
|
Sec. 5.102. RESERVATION OF CERTAIN NAMES PROHIBITED; |
|
|
EXCEPTIONS. (a) A name may be reserved under this subchapter only |
|
|
if the name is distinguishable in the records of the secretary of |
|
|
state from [The secretary of state may not reserve a name that is
|
|
|
the same as, or that the secretary of state considers deceptively
|
|
|
similar or similar to]: |
|
|
(1) the name of an existing filing entity; |
|
|
(2) the name of a foreign filing entity that is |
|
|
registered under Chapter 9; |
|
|
(3) an assumed name under which a foreign filing |
|
|
entity is registered to transact business in this state under |
|
|
Section 9.004(b)(1) because the foreign filing entity's name is not |
|
|
available; |
|
|
(4) a name that is reserved under this subchapter; or |
|
|
(5) [(4)] a name that is registered under Subchapter |
|
|
D. |
|
|
(b) Subsection (a) does not apply if: |
|
|
(1) the other entity or the person for whom the name is |
|
|
reserved or registered, as appropriate, consents in writing to the |
|
|
subsequent reservation of the [similar] name and files with the |
|
|
secretary of state a filing instrument that changes the entity's |
|
|
name or withdraws the reservation or registration of the name, as |
|
|
appropriate; 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 reserve the |
|
|
name. |
|
|
SECTION 3. Section 5.153, Business Organizations Code, is |
|
|
amended to read as follows: |
|
|
Sec. 5.153. CERTAIN REGISTRATIONS PROHIBITED; EXCEPTIONS. |
|
|
(a) A name may be registered under this subchapter only if the name |
|
|
is distinguishable in the records of the secretary of state from |
|
|
[The secretary of state may not register a name that is the same as,
|
|
|
or that the secretary of state determines to be deceptively similar
|
|
|
or similar to]: |
|
|
(1) the name of an existing filing entity; |
|
|
(2) the name of a foreign filing entity that is |
|
|
registered under Chapter 9; |
|
|
(3) an assumed name under which a foreign filing |
|
|
entity is registered to transact business in this state under |
|
|
Section 9.004(b)(1) because the foreign filing entity's name is not |
|
|
available; |
|
|
(4) a name that is reserved under Subchapter C; or |
|
|
(5) [(4)] a name that is registered under this |
|
|
subchapter. |
|
|
(b) Subsection (a) does not apply if: |
|
|
(1) the other entity or the person for whom the name is |
|
|
reserved or registered, as appropriate, consents in writing to the |
|
|
registration of the [similar] name and files with the secretary of |
|
|
state a filing instrument that changes the entity's name or |
|
|
withdraws the reservation or registration of the name, as |
|
|
appropriate; [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 register the |
|
|
name; or |
|
|
(3) the applicant is a bank, trust company, savings |
|
|
association, or insurance company that has been in continuous |
|
|
existence from a date that precedes the date the conflicting name is |
|
|
filed with the secretary of state. |
|
|
SECTION 4. This Act takes effect June 1, 2016. |