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Restricted words to register company in New York and required consent

 
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Category : > Articles Directory To Open A Corporation in The USA
Posted On : Fri Jan 28th,2011

 
Restricted words to register company in New York and required consent
 

Restricted words to register company in New York and required consent

 

The following names or derivatives of such names, taken from the list of prohibited names, have been determined to require the prior approval of the Superintendent of Banks:

• Acceptance
• Bank
• Finance
• Investment
• Loan
• Mortgage
• Savings
• Trust

Persons seeking the Superintendent of Banks’ approval are requested to submit a letter containing the following information to the Banking Department Legal Division at the address appearing below:

  1. A detailed letter, preferably from an attorney, describing in plain language: (a) the business activities of the entity in New York; and attesting either (b) to the status of any registration, license, charter or other authorization under New York Banking Law that the corporation must obtain in order to do business in this State; or (c) that no registration, license, charter or other authorization is necessary to conduct that business in this State.
  2. Evidence of Name. A photocopy of that portion of the entity’s proposed or current Certificate of Incorporation or Articles of Organization or Limited Partnership Agreement, or amendment thereto, or a Certificate of Good Standing, evidencing the entity’s name.
  3. Certification. The person who submits a letter concerning the business activities of the entity must certify that he/she has knowledge of the facts and shall certify that the description of the listed business activities is, to the best of his/her knowledge, true and accurate.

    If the person attesting to the fact that a license, charter, registration or other authorization is or is not required by the entity seeking name approval is a duly licensed attorney, such person shall certify that such attestation is, to the best of his/her knowledge, true and correct. If such person is not a duly licensed attorney, such person shall certify that such attestation is made upon information and belief.

  4. Any other information requested by the Banking Department.

The approval granted by the Banking Department does not constitute a license to engage in any particular activity and does not itself operate to reserve the name with the Secretary of State or the Banking Department. Approval is limited to the use of the word or a derivative of the word approved for use in the entity’s name.

 

Entities that wish to engage in business involving residential mortgages on owner-occupied one-to-four family residential properties must secure the prior approval of the Superintendents of Banks to use the following words or any derivative thereof in Business Names, Assumed (d/b/a) or Fictitious Names.

  • Loan
  • Mortgage
  • Finance
  • Investment

Persons seeking such approval must submit the following information to the Mortgage Banking Division at the address appearing below:

  1. Cover Letter:
    Must be on letterhead and signed by an authorized officer or counsel, containing the business activities, in New York, of the entity and the purpose for which it intends to use the name; and attesting either
    • a) to the status of any registration, charter, license or authorization that the entity has or must obtain in order to do business in this State; OR
    • b) that no registration, charter, license or authorization is necessary to conduct that business in this State.
  2. Organizational Documents:
    Depending on the type of legal entity and application, the letter should be accompanied by draft versions of one or more of the following documents:
    • a) Corporation - Certificate of Incorporation
    • b) LLC - Articles of Organization
    • c) LP - Certificate of Limited Partnership or Limited Partnership Agreement
    • d) Fictitious Name - Application for Authority and denial letter of true name
    • e) Assumed Name - Certificate of Assumed Name for corporation using D/B/A. Also include the legal entity’s filing receipt.
    • f) Change of Name - Certificate of Amendment
    • g) Foreign Organization - Application for Authority and copy of the Good Standing Certificate issued by chartering State.
  3. Certification
    The person who submits a letter concerning the business activities of the entity must certify that he/she has knowledge of the facts and shall certify that the description of the listed business activities is, to the best of his/her knowledge, true and accurate.

If the person attesting to the fact that a license, charter, registration or other authorization is or is not required by the entity seeking name approval is a duly licensed attorney, such person shall certify that such attestation is, to the best of his/her knowledge, true and correct. If such person is not a duly licensed attorney, such person shall certify that such attestation is made upon information and belief.

4. Any other information requested by the Department.

PLEASE NOTE: WORD APPROVAL DOES NOT CONSTITUTE A LICENSE TO ENGAGE IN ANY PARTICULAR ACTIVITY AND DOES NOT RESERVE THE NAME WITH THE SECRETARY OF STATE OR THE STATE OF NEW YORK BANKING DEPARTMENT.

A list of registered/licensed Mortgage Brokers and Mortgage Bankers is available for viewing on our website. The Mortgage Banking Division reviews all request to ensure that names reasonably relate to the entity’s activities and that the public would not be confused or misled.

Note: The United Stated Office of the Comptroller of the Currency prohibits State licensed and registered mortgage entities from using the words “National” and “Federal.” Please consult your counsel for additional information.
Statutory Authority for Approval

  • Corporations : NY Business Law Section 301(a)(5)(B)
  • Not-for-Profit: NY Not-for-Profit Corporation Law, Section 301(a)(5)(B)
  • Assumed Names: NY General Business Law Section 130(2)
  • Fictitious Names: NY General Business Law Section 130(2)(b)
  • Partnerships: NY Limited Partnership Law Section 121-102a(3)(B)
  • Limited Liability Companies: NY Limited Liability Company Law Section 204(f)

FAILURE TO INCLUDE REQUIRED DOCUMENTS WITH YOUR ORIGINAL APPLICATION FOR WORD APPROVAL WILL DELAY PROCESSING, AS YOUR APPLICATION WILL BE RETURNED TO YOU FOR COMPLETION.
COMPLETE APPLICATIONS REQUIRE APPROXIMATELY 15 BUSINESS DAYS TO PROCESS.

  


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