My Foreign Company’s Name Conflicts with An Existing Arizona One. Now What?

My Foreign Company’s Name Conflicts with An Existing Arizona One. Now What?

Business Formation, Corporations, Entity Formation, Foreign LLC, Limited Liability Company
Our law firm's startup clients are often formed as a limited liability company (LLC) (or for-profit corporation) in another state but have either relocated to, or now conduct their operations in, Arizona. In an earlier post, I discussed the requirement of registering your foreign entity with the Arizona Corporation Commission if you were initially formed in another jurisdiction but are nonetheless deemed to be "transacting business" here in Arizona. However, there are times when the name of your foreign-chartered entity also happens to be the same as an existing trade name or entity already registered here in Arizona. Adoption of A Fictitious Name In this situation, as part of your application you will have to have your foreign entity adopt a fictitious name (also known as a "d/b/a" or "assumed"…
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Is Your Foreign LLC Qualified to Do Business in AZ?

Is Your Foreign LLC Qualified to Do Business in AZ?

Business Formation, Foreign LLC, Limited Liability Company, registration to transact business
I frequently see startups who've organized as limited liability companies that operate (or at least have an office) here in Arizona but (for a various of reasons) opted to initially form in another state, such as Delaware or Nevada. Many of these LLC owners or partners don't realize that having formed in one state does not automatically mean that it can conduct business any old way in the other 49--- including Arizona.  This misconception can be a costly one. "Foreign" vs. Domestic LLCs in Arizona The Arizona Limited Liability Company Act (Arizona Revised Statutes, Title 29, Chapter 7) (the "Act") specifically requires a foreign LLC to obtain a certificate of registration "before transacting business" in Arizona (A.R.S. 29-3902(A)) [formerly §29-802(A)]).   In other words, here in Arizona anyway, every foreign (i.e., one formed…
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