§311. Registration.

(a) General rule.--A fictitious name may be registered under this chapter by filing in the department an application for registration of fictitious name, which shall be executed as provided in subsection (d), and shall set forth:

(1) The fictitious name.

(2) A brief statement concerning the character or nature of the business or other activity to be carried on under or through the fictitious name.

(3) The address, including street and number, if any, of the principal place of business of the business or other activity to be carried on under or through the fictitious name.

(4) The name and address, including street and number, if any, of each individual interested in such business or other activity.

(5) With respect to each entity, other than an individual, interested in such business or other activity:

(i) The name of the entity and a statement of its form of organization.

(ii) The name of the jurisdiction under the laws of which it is organized.

(iii) The address, including street and number, if any, of its principal office under the laws of its domiciliary jurisdiction.

(iv) The address, including street and number, if any, of its registered office, if any, in this Commonwealth.

(6) A statement that the applicant is familiar with the provisions of section 332 (relating to effect of registration) and understands that filing under the Fictitious Names Act does not create any exclusive or other right in the fictitious name.

(7) Such other information necessary to the administration of this chapter as the department may specify by regulation.

(b) Use of corporate designators.--A fictitious name registered under this chapter:

(1) May not contain a corporate designator such as "corporation," "incorporated" or "limited" or any derivation or abbreviation thereof unless the entity or at least one entity named in the application for registration of fictitious name is a corporation. The use of the word "company" or any derivation or abbreviation thereof by a sole proprietorship, a partnership or a corporation is permissible.

(2) Need not contain a corporate designator, notwithstanding the fact that some or all of the persons interested therein are corporations. This paragraph shall not be construed to limit or affect any personal liability otherwise existing of shareholders of a corporation to persons who deal with the corporation without knowledge of its status as such.

(c) Agent for effecting amendments.--The application may designate one or more parties who shall be authorized to execute amendments to, withdrawals from or cancellation of the registration under this chapter in behalf of all then existing parties to the registration.

(d) Execution.--

(1) Where the application for registration relates to an entity which includes one or more participants which are partnerships or other entities composed of two or more parties, it shall not be necessary for each ultimate party to be named in and to execute the application, but only the constituent participants shall be named in the application and a partner or other authorized representative of a participant may execute the application on behalf of the participant.

(2) Where the application for registration relates to a trust or similar entity, it shall not be necessary for each beneficial owner or similar ultimate party to be named in and to execute the application, but only the trustees of the trust or the governing body of the similar entity shall be named in and shall execute the application.

(3) Otherwise, the application for registration shall be executed by each individual party thereto and, in the case of any other entity, by the entity. See section 103 (relating to execution of documents).

(4) The application of any party may be executed by the attorney-in-fact of the party.

(e) Duplicate use of names.--The fictitious name shall be distinguishable upon the records of the department from:

(1) The name of any domestic filing entity, domestic limited liability limited partnership, domestic electing partnership, registered foreign association or the name of any corporation or other association registered at any time under Chapter 5 (relating to corporate and other association names) unless such name is available or is made available for use under the provisions or procedures of 15 Pa.C.S. § 202(b)(1) (relating to requirements for names generally).

(2) (Deleted by amendment).

(3) The name of any administrative department, board or commission or other agency of this Commonwealth.

(4) A name the exclusive right to which is at the time reserved or registered by any other person under 15 Pa.C.S. § 208 (relating to reservation of name) or 209 (relating to registration of name of nonregistered foreign association) or another statute.

(f) Required approvals.--The fictitious name shall not contain:

(1) The words "college," "university" or "seminary" when used in such a way as to imply that the entity is an educational institution conforming to the standards and qualifications prescribed by the State Board of Education unless there is submitted a certificate from the Department of Education certifying that the entity is entitled to use such designation.

(2) The words "engineer" or "engineering" or "surveyor" or "surveying" or any other word implying that any form of the practice of engineering or surveying, as defined in the act of May 23, 1945 (P.L.913, No.367), known as the Professional Engineers Registration Law, is provided unless at least one of the parties to the registration has been properly registered with the State Registration Board for Professional Engineers and there is submitted to the department a certificate from the board to that effect.

(3) The words "bank," "banking," "banker" or "trust" or any other word implying that the entity is a bank, bank and trust company, savings bank, private bank or trust company, as defined in the act of November 30, 1965 (P.L.847, No.356), known as the Banking Code of 1965, unless approved by the Department of Banking.

(4) The word "cooperative" or any abbreviation thereof unless it is subject to 15 Pa.C.S. Pt. II Subpt. D (relating to cooperative corporations).

(5) The words "architect" or "architecture" or any other word implying that any form of the practice of architecture, as defined in the act of December 14, 1982 (P.L.1227, No.281), known as the Architects Licensure Law, is provided unless at least one of the parties to the registration has been properly registered with the Architects Licensure Board in the practice of architecture and there is submitted to the department a certificate from the board to that effect.

(6) The words "credit union" or any other words implying that the entity is a credit union as defined in 17 Pa.C.S. § 102 (relating to application of title), unless approved by the Department of Banking.

(7) The words "annuity," "assurance," "beneficial," "bond," "casualty," "endowment," "fidelity," "fraternal," "guaranty," "indemnity," "insurance," "insurer," "reassurance," "reinsurance," "surety" or "title" when used in such a way as to imply that the entity is engaged in the business of writing insurance or reinsurance as principal or any other words of like purport unless there is submitted a certificate from another jurisdiction certifying that the entity is duly licensed therein as an insurance company or a certificate from the Insurance Department certifying that it has no objection to the use by the entity of such designation.

(8) The words "electric cooperative" unless it is subject to 15 Pa.C.S. Ch. 73 (relating to electric cooperative corporations).

(9) The number "911" unless the entity is a public agency located in whole or in part within the Commonwealth and is authorized by law to provide emergency telephone service for firefighting, law enforcement, ambulance, emergency medical or other emergency services.

(10) Any word or phrase not permitted by law to be filed under this chapter without governmental consent unless there is submitted to the department written evidence of such consent.

(g) Advertisement.--An entity which includes an individual party shall officially publish in the county in which the principal office or place of business of the entity is or, in the case of a proposed entity, is to be located notice of its intention to file or the filing of an application for registration of a fictitious name under this chapter. The notice may appear prior to or after the day upon which the application is filed in the department and shall be kept with the permanent records of the business and shall set forth briefly:

(1) The fictitious name.

(2) The address, including street and number, if any, of the principal office or place of business of the business to be carried on under or through the fictitious name.

(3) The names and respective addresses, including street and number, if any, of all persons who are parties to the registration.

(4) A statement that an application for registration of a fictitious name is to be or was filed under the Fictitious Names Act.

(h) Cross reference.--See 15 Pa.C.S. § 134 (relating to docketing statement).

(Dec. 21, 1988, P.L.1444, No.177; Dec. 19, 1990, P.L.834, No.198, eff. imd.; July 1, 1994, P.L.412, No.66, eff. 60 days; June 22, 2000, P.L.356, No.43, eff. 60 days; Oct. 22, 2014, P.L.2640, No.172, eff. July 1, 2015)

Notation

2014 Amendment.  Act 172 amended subsec. (e)(1) and (4).

2000 Amendment.  Act 43 amended subsec. (e).

1994 Amendment.  Act 66 renumbered subsec. (f)(9) to subsec. (f)(10) and added a new subsec. (f)(9).

1990 Amendment.  Act 198 amended subsec. (f).

1988 Amendment.  Act 177 amended subsecs. (a)(3), (b)(1), (d), (e)(1) and (2), (f)(4) and (g) and added subsec. (h), effective immediately and retroactive to March 16, 1983, as to subsec. (b)(1) and immediately as to the remainder of the section.

References in Text.  The name of the Professional Engineers Registration Law was changed to the Engineer, Land Surveyor and Geologist Registration Law. The name of the State Registration Board for Professional Engineers and Professional Land Surveyors was changed to the State Registration Board for Professional Engineers, Land Surveyors and Geologists.

Cross References.  Section 311 is referred to in section 312 of this title.