Naming your Texas LLC or Corporation

Texas Limited Liability Company Name Requirements

Chapter 5 of the Texas Business Organization Code deals with naming a domestic entity (corporation, llc, partnership, etc).

Sec. 5.052. UNAUTHORIZED PURPOSE IN NAME PROHIBITED.
A filing entity or a foreign filing entity may not have a name that contains any word or phrase that indicates or implies that the entity is engaged in a business that the entity is not authorized by law to pursue.

Sec. 5.053. IDENTICAL AND DECEPTIVELY SIMILAR NAMES PROHIBITED.
(a) A filing entity may not have a name, and a foreign filing entity may not register to transact business in this state 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) a name that is reserved under Subchapter C; or

(4) a name that is registered under Subchapter D.

(b) Subsection (a) does not apply if 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.

Sec. 5.054. NAME OF CORPORATION, FOREIGN CORPORATION, PROFESSIONAL CORPORATION, OR FOREIGN PROFESSIONAL CORPORATION.
(a) The name of a corporation or foreign corporation must contain:

(1) the word “company,” “corporation,” “incorporated,” or “limited”; or

(2) an abbreviation of one of those words.

(b) Subsection (a) does not apply to a nonprofit corporation or foreign nonprofit corporation.

(c) Instead of a word or abbreviation required by Subsection (a), the name of a professional corporation or foreign professional corporation may contain the phrase “professional corporation” or an abbreviation of the phrase.

Sec. 5.055. NAME OF LIMITED PARTNERSHIP OR FOREIGN LIMITED PARTNERSHIP.
(a) The name of a limited partnership or foreign limited partnership must contain:

(1) the word “limited”;

(2) the phrase “limited partnership”; or

(3) an abbreviation of that word or phrase.

(b) The name of a domestic or foreign limited partnership that is a limited liability limited partnership must also contain the phrase “limited liability partnership” or an abbreviation of that phrase.

(c) The name of a domestic or foreign limited partnership that is a limited liability limited partnership complies with the requirements of Subsections (a) and (b) if the name of the limited partnership contains the phrase “limited liability limited partnership” or an abbreviation of that phrase.

Sec. 5.056. NAME OF LIMITED LIABILITY COMPANY OR FOREIGN LIMITED LIABILITY COMPANY.

(a) The name of a limited liability company or a foreign limited liability company doing business in this state must contain:

(1) the phrase “limited liability company” or “limited company”; or

(2) an abbreviation of one of those phrases.

(b) A limited liability company formed before September 1, 1993, the name of which complied with the laws of this state on the date of formation but does not comply with this section is not required to change its name.

Sec. 5.057. NAME OF COOPERATIVE ASSOCIATION OR FOREIGN COOPERATIVE ASSOCIATION.

(a) The name of a cooperative association or foreign cooperative association must contain:

(1) the word “cooperative”; or

(2) an abbreviation of that word.

(b) A domestic or foreign entity may use the word “cooperative” in its name to the extent permitted by Section 251.452.

Sec. 5.061. NAME CONTAINING “LOTTO” OR “LOTTERY” PROHIBITED.
A filing entity or a foreign filing entity may not have a name that contains the word “lotto” or “lottery.”

Sec. 5.062. VETERANS ORGANIZATIONS; UNAUTHORIZED USE OF NAME.

(a) Subject to Subsection (b), a filing entity may not have a name that:

(1) reasonably implies that the entity is created by or for the benefit of war veterans or their families; and

(2) contains the word or phrase, or any variation or abbreviation of:

(A) “veteran”;

(B) “legion”;

(C) “foreign”;

(D) “Spanish”;

(E) “disabled”;

(F) “war”; or

(G) “world war.”

(b) The prohibition in Subsection (a) does not apply to a filing entity with a name approved in writing by:

(1) a congressionally recognized veterans organization with a name containing the same word or phrase, or variation or abbreviation, contained in the filing entity’s name; or

(2) if a veterans organization described by Subdivision (1) does not exist, the state commander of the:

(A) American Legion;

(B) Disabled American Veterans of the World War;

(C) Veterans of Foreign Wars of the United States;

(D) United Spanish War Veterans; or

(E) Veterans of the Spanish-American War.