LLC Name Reservation Requirements in North Carolina
At a glance
| Governing law and optional reservation scope | General entity-name reservation statute applies to LLCs, including foreign-LLC fictitious names (§§ 55D-21, 55D-23); reservation is optional |
|---|---|
| Who may apply and for which LLC or series name | Any person for an entity name; expressly includes unavailable foreign-LLC fictitious name; qualifying goodwill acquirer has separate 10-year route (§ 55D-23(a), (c)) |
| Name availability, designator, distinguishability, and consent | Secretary must find name available; LLC designator required; entity name distinguishable from listed filed, reserved, registered, and foreign fictitious names; written consent plus undertaking or final judgment can authorize use (§§ 55D-20–23) |
| Application, signer, form, and filing office | File with Secretary of State; application states applicant name/address and proposed name; general rules allow acceptable electronic form and require execution, signature/capacity, prescribed form if mandatory, and fee (§§ 55D-10, 55D-23(a)) |
| Reservation, renewal, transfer, and cancellation fees | LLC fee schedule: $10 application for reserved name; $10 transfer notice; no distinct 10-year goodwill-reservation line (§ 57D-1-22(a)(2)–(3), § 55D-23(c)) |
| Term, start date, and statutory exclusive use | Ordinary name reserved for applicant’s exclusive use for nonrenewable 120-day period; special goodwill acquisition route gives exclusive right for 10 years; no separate start-date formula in § 55D-23 |
| Renewal, filing window, and repeat limits | Ordinary 120-day period expressly nonrenewable; § 55D-23 states no renewal window or repeat-application rule; goodwill route has distinct 10-year term |
| Transfer notice, signer, and transferee details | Reservation owner may transfer by signed notice filed with Secretary, naming and addressing transferee; LLC fee schedule lists $10 for transfer notice (§§ 55D-23(b), 57D-1-22(a)(3)) |
| Cancellation, withdrawal, revocation, and scope of name rights | § 55D-23 specifies no cancellation, withdrawal, or agency-revocation process; reservation does not authorize use against third-party mark or other rights (§ 55D-20(e)) |
Requirements one by one
Applicant and availability
N.C. Gen. Stat. § 55D-23(a) permits a person to reserve an entity name, expressly including a fictitious name for a foreign LLC whose own name is unavailable. The Secretary must find the proposed name available. Under § 55D-21, LLC and foreign LLC names must be distinguishable from the listed existing, reserved, registered, and foreign fictitious names. Section 55D-20 supplies the LLC designator choices; § 55D-21(c) separately allows an authorization to use a nondistinguishable name with the specified written consent and name-change undertaking, or a final court judgment. An authorization to use is a distinct decision from an approved reservation.
Filing and fees
The application must state the applicant's name and address and the proposed name and be filed with the Secretary (§ 55D-23(a)). Section 55D-10 supplies the general document rules, including an acceptable electronic form, signature and signing capacity, any mandatory prescribed form, delivery, and fee. The LLC fee table in § 57D-1-22(a)(2)–(3) lists 10.00 for an application for reserved name and 10.00 for a transfer notice; the table does not label a separate fee for the goodwill route.
Ordinary and goodwill terms
An ordinary approved reservation lasts for a “nonrenewable 120-day period” and gives the applicant exclusive use for that period (§ 55D-23(a)). Section 55D-23(c) separately lets a person who acquires an eligible entity's goodwill reserve for ten years the exclusive right to a name that became available because of the acquisition, after furnishing the Secretary satisfactory evidence. That special period is tied to a goodwill acquisition, not an ordinary renewal of the 120-day hold. The section gives no separate start-date formula or repeat-application window.
Transfer
The reservation owner can transfer it by filing a signed notice stating the transferee's name and address (§ 55D-23(b)). The LLC fee schedule in § 57D-1-22(a)(3) lists a 10.00 transfer-notice fee.
What trips people up
The ordinary hold is expressly nonrenewable. The separate ten-year provision requires an acquisition of goodwill and satisfactory evidence, so it cannot be used as a longer ordinary hold. Section 55D-23 states no applicant cancellation or agency revocation procedure. Most critically, § 55D-20(e) says a reservation does not authorize use of a name that violates third-party trademark or other rights and supplies no defense in such an action.
Common questions
Can a foreign LLC reserve a North Carolina fictitious name?
Yes. Section 55D-23(a) expressly includes a fictitious name for a foreign LLC whose own name is unavailable. Section 55D-21 still governs the name's record distinguishability.
Is a ten-year hold available to any applicant?
Section 55D-23(c) limits that route to a person acquiring the goodwill of an eligible entity, with satisfactory evidence supplied to the Secretary, and to a name made available by that acquisition.
Statutes and sources
The official North Carolina General Statutes, accessed September 22, 2026, provide the quoted text of § 55D-10, §§ 55D-20–21, § 55D-23, and § 57D-1-22.
Source links
Every statute quoted above, linked, with the date we checked it.
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