![]() ![]() The former manager alleged that judicial dissolution was warranted due to alleged breaches of the company’s operating agreement, a potential voting deadlock on important matters, and alleged breaches of fiduciary duties. Following his removal by written consent, a minority member and former manager of a Delaware limited liability company brought a claim for judicial dissolution of the entity. 15, 2022), the Delaware Court of Chancery recently restated the high bar for a claim for judicial dissolution to succeed. This is done after the business entity has been established or receives authorization to do business in New Jersey.In In re: Dissolution of Doehler Dry Ingredient Solutions, LLC (Sept. There is a fee for this service.Ī business entity may also legally conduct business in the state under a name other than the formation name by registering an alternate name. The length of time the reservation is in effect depends on the type of business. You may reserve an available business name prior to filing the formation documents. When submitting the registration information by paper, a copy of the corporate resolutions adopting the New Jersey "dba" name should be attached. In addition, foreign businesses designating a "dba" business name may not file online. The registration of domestic (New Jersey) businesses may be rejected when a 'dba' name is used. Domestic businesses do not have this option. Only foreign businesses may use a "dba" business name. As a result, filing using the incorrect formation name would be rejected and authorization to do business in New Jersey delayed. The incorrect version illustrates that the formation name does not match exactly as a result of spacing of letters, punctuation and abbreviation of a word. When registering, the foreign business will indicate its exact formation name followed by the business name to be used in New Jersey as follows:Ĭorrect - A. The business found that the name C B A Inc. Incorporated, a Delaware business determined that its name was already taken in this state. When submitting the registration document, you will indicate the business name exactly as it was established in the home state followed by the name to be used in New Jersey.Įxample: A. This 'doing business as' or "dba" name must also be available and not taken by another business entity. If you are a foreign (non-New Jersey) business and the corporate name is already taken in this state, you will need to establish a secondary or 'doing business as' name for New Jersey purposes. When the business name selected for use is already taken and you are forming a New Jersey (domestic) business entity, you will need to select another name for your business. Filing using the incorrect formation name would be rejected and authorization to do business in New Jersey delayed. The availability of the exact formation name must be determined. The incorrect versions illustrate differences from the formation name as a result of spacing of letters, punctuation and abbreviation of a word. When determining the name availability, the business must check on its exact formation name. North Boulevard, a Delaware business is seeking authorization to do business in New Jersey. Should you begin forming your business with a name already in use, the registration will be denied and any expense to correct the filing will be borne by the business entity.įoreign businesses (those formed outside of New Jersey) seeking authorization to do business in this state must determine if the exact name on the formation document in their home state may be used in New Jersey.Įxample: A. The spacing of letters and punctuation will alter the results of your search. You may browse names online free of charge. You may also browse names on file with the State of New Jersey to get a general sense of which names are available. Use our online Name Availability Look-Up Service to see if a business name is currently available for use. New Jersey law requires a new public business entity to have a name which is not the same (or similar) as another active entity. ![]()
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