Limited liability partnerships….
A limited liability partnership (LLP) is a special form of partnership. In 2000, New Jersey revised its general partnership (GP) law to permit GPs to convert into LLPs by way of filing a relatively simple form with the State’s commercial recording office. Perhaps most significantly, LLPs offer the same liability protection as corporations and limited liability companies. As such, since the law’s revision, LLPs have become an attractive form of business entity—particularly for existing GPs that wish to limit the personal liability of their partners.
Alternate names…
Provided certain requirements are satisfied, New Jersey law allows businesses to conduct activities using names other than their legal names. Oddly, New Jersey’s LLP law did not expressly permit or prohibit the use of alternate names by LLPs. The law was revised May 12, 2021. It is now largely identical to the alternate name law for other business entities.
Specifically, the law provides that an LLP may conduct activities using an alternate name if it also uses its actual name in a manner as not to be deceptive as to its actual identity or has first registered the alternate name with the State Treasurer. The registration is effective for five years and may be renewed successively for additional five-year periods. In addition, the new law clarifies that registration does not: (1) affect the legal rights others may have in the name; (2) prevent a court from enjoining the use of the name; or (3) supersede or otherwise affect any other law or rule of professional conduct, responsibility or ethics that governs the use of names. Failure to comply with the law may result in a monetary penalty.
Conclusion…
With this latest revision to New Jersey’s partnership law, limited liability partnerships may now conduct activities using alternate names to the same extent as other business entities. Please feel free to contact me for information about using alternate names for business entities.
PLEASE NOTE: This blog is merely for the general interest of the reader. It is not legal advice or opinion and it does not create an attorney-client relationship. Please call me at 973-921-0600 if you’d like to have a free initial telephone consultation or learn more about me or my practice. Thank you.