(1) An entity name shall not contain any term the
inclusion of which would violate any statute of this state.
(2) Except as provided in section 7-90-604 (4.5), each entity name shall be
distinguishable on the records of the secretary of state from every:
(a) Other entity name; and
(b) Name that is reserved with the secretary of state for another person as
an entity name pursuant to section 7-90-602.
(c) (Deleted by amendment, L. 2004, p. 1544, � 5, effective May 30, 2006.)
(d) (Deleted by amendment, L. 2003, p. 2298, � 212, effective July 1, 2004.)
(3) In addition to the requirements of subsection (2) of this section:
(a) The entity name of a corporation shall contain the term or abbreviation
corporation, incorporated, company, limited, corp., inc., co., or ltd.;
except that this paragraph (a) shall not apply to any of the following:
(I) A domestic corporation incorporated before January 1, 1959, whose
domestic entity name has not been changed by amendment to its articles of
incorporation effective after December 31, 1958;
(II) A domestic corporation incorporated under a statute of this state that
permits the use of other names; or
(III) Savings and loan associations covered by section 11-41-102, C.R.S.
(b) The entity name of a nonprofit corporation may, but need not, contain the
term or abbreviation corporation, incorporated, company, limited, corp.,
inc., co., or ltd..
(c) The entity name of a limited liability company shall contain the term or
abbreviation limited liability company, ltd. liability company, limited liability
co., ltd. liability co., limited, l.l.c., llc, or ltd..
(d) The entity name of a limited liability partnership shall contain the term or
abbreviation limited liability partnership, registered limited liability partnership,
limited, llp, l.l.p., rllp, r.l.l.p., or ltd..
(e) (I) The entity name of a limited partnership, that is not a limited liability
limited partnership, shall contain the term or abbreviation limited partnership,
limited, company, l.p., lp, ltd., or co..
(II) Notwithstanding the provisions of subparagraph (I) of this paragraph (e),
any limited partnership in existence on October 31, 1981, shall be entitled to elect to
be governed by the provisions of article 62 of this title with the true name it had on
October 31, 1981.
(f) (I) The entity name of a limited liability limited partnership shall contain
the term or abbreviation limited partnership, limited, company, limited
liability limited partnership or registered limited liability limited partnership,
l.p., lp,co., l.l.l.p., lllp, LTD., r.l.l.l.p., or rlllp; or
(II) When the name of a limited partnership that is registered as a limited
liability limited partnership in the records of the office of the secretary of state is
the same as that stated in a certificate of limited partnership, amended certificate
of limited partnership, or statement of registration delivered on or after May 24,
1995, for filing by the secretary of state with respect to the limited partnership and
if, upon filing of such certificate or statement, the name was modified by the
addition of any word or initial to indicate that the limited partnership is a limited
liability limited partnership, then the limited partnership may acquire, convey, and
encumber title to real and personal property and otherwise deal in such name with
or without the addition of such word or initial. The fact of the filing of such
certificate or statement and the modification of the name of the limited partnership
by such additional word or initial may be stated in an affidavit executed by a
general partner of the limited partnership or a statement of authority executed
pursuant to section 38-30-172, C.R.S., and shall be prima facie evidence of such
facts and of the authority of the person executing the same to do so on behalf of
the limited partnership. The affidavit may be recorded with the county clerk and
recorder of any county.
(g) An entity name must meet the requirements of section 7-90-301 (5).
(h) The words or abbreviations public benefit corporation, P.B.C., PBC,
and Pub. Ben. Corp. may be used in an entity name only by corporations and
cooperatives that are organized as public benefit corporations under part 5 of
article 101 of this title 7.
(4) The entity name of a cooperative may, but need not, contain the term or
abbreviation cooperative, association, incorporated, company, limited,
coop, ass'n, assn, assoc., inc., co., or ltd..
(4.5) The entity name of a limited cooperative association shall contain the
words limited cooperative association or limited cooperative or the abbreviation
L.C.A. or LCA. Limited may be abbreviated as Ltd.. Cooperative may be
abbreviated as Co-op or Coop. Association may be abbreviated as Assoc. or
Assn..
(5) For an entity that is specifically permitted by C.R.C.P. 265 or title 12,
C.R.S., to use the words professional company, professional corporation, or
abbreviations thereof in its name:
(a) P.c. or pc shall be a permitted abbreviation for such an entity that is a
corporation;
(b) P.l.l.c. or pllc shall be a permitted abbreviation for such an entity that
is a limited liability company;
(c) P.l.l.p. or pllp shall be a permitted abbreviation for such an entity that
is a limited liability partnership.
(6) The abbreviations stated in subsection (5) of this section are in addition to
all others that may be permitted by law.
(7) (a) A person shall not use the word cooperative or an abbreviation or
derivation of it as a part of its business or domestic entity name or as a trade name,
trademark, service mark, brand, or designation except:
(I) An entity incorporated under or subject to article 55, 56, or 58 of this title
7, part 10 of article 16 of title 10, article 33.5 of title 38, or a similar law of another
jurisdiction;
(II) An entity operated on a cooperative basis;
(III) An entity described in section 501 (c)(6) of the Internal Revenue Code of
1986, as amended;
(IV) An association of two or more of the entities described in subparagraphs
(I) to (III) of this paragraph (a); or
(V) As authorized by section 7-56-205 or as otherwise required or authorized
by any other statute.
(b) An entity described in this subsection (7), or one or more members of
such an entity, may, without the necessity of posting a bond, bring an action for an
injunction or for actual damages incurred as a result of a violation of this subsection
(7) or to enforce this subsection (7). Upon proof that the word cooperative or an
abbreviation or derivation of that word is used in violation of this section, the court
shall enter an order permanently enjoining such use of the word. The prevailing
party in the action shall be awarded judgment against the other party for the
attorney fees and costs of litigation incurred by the prevailing party in the action.
This section shall not apply to any person that has been continuously using the
word cooperative or an abbreviation or derivation of that word in the person's
business on or before July 5, 1973, as part of its trade name, business name,
trademark, service mark, brand, true name, or designation.