The Vermont Statutes Online

Title 11B : Nonprofit Corporations

Chapter 015 : Foreign Corporations

Subchapter 001 : CERTIFICATE OF AUTHORITY

• § 15.06. Corporate name of foreign corporation

  (a) If the corporate name of a foreign corporation does not satisfy the requirements of section 4.01 of this title, the foreign corporation to obtain or maintain a certificate of authority to transact business in this State:

  (1) may add the word “corporation,” “incorporated,” “company,” or “limited,” or the abbreviation “corp.,” “inc.,” “co.,” or “ltd.,” to its corporate name for use in this State; or

  (2) may use an available trade name to transact business in this State if its corporate name is unavailable and it delivers to the Secretary of State for filing a copy of the resolution of its board of directors, certified by its secretary, adopting the trade name.

  (b) Except as authorized by subsections (c) and (d) of this section, the corporate name (including a trade name) of a foreign corporation must be distinguishable upon the records of the Secretary of State from reserved or registered trade names or corporate names.

  (c) A foreign corporation may apply to the Secretary of State for authorization to use in this State the name of another corporation incorporated or authorized to transact business in this State that is not distinguishable upon the records from the name applied for by submitting to the Secretary of State a satisfactory written form indicating the other corporation’s consent and change of name.

  (d) A foreign corporation may use in this State the name (including the trade 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 the foreign corporation:

  (1) has merged with the other corporation;

  (2) has been formed by reorganization of the other corporation; or

  (3) has acquired all or substantially all of the assets, including the corporate name, of the other corporation.

  (e) If a foreign corporation authorized to transact business in this State changes its corporate name to one that does not satisfy the requirements of section 4.01 of this title, it may not transact business in this State under the changed name until it adopts a name satisfying the requirements of section 4.01 and obtains an amended certificate of authority under section 15.04 of this title. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997.)