(1) If the corporate name of a foreign corporation does not satisfy the requirements of section 30-1-401 , Idaho Code, the foreign corporation to obtain or maintain a certificate of authority to transact business in this state must either: (a) Add the word "corporation," "incorporated," "company," or "limited," or the abbreviation "corp.," "inc.," "co.," or "ltd.," to its corporate name for use in this state; or (b) Use a fictitious name to transact business in this state if its real name is unavailable and it delivers to the secretary of state for filing a copy of the resolution of its board of directors, certified by its secretary, adopting the fictitious name. (2) Except as authorized by subsections (3) and (4) of this section, the corporate name, including a fictitious name, of a foreign corporation must be distinguishable upon the records of the secretary of state from: (a) The name of any corporation, limited liability company, limited partnership or limited liability partnership organized under the laws of this state or authorized to transact business in this state; (b) A reserved or registered name for a corporation, limited liability company or limited partnership; or (c) The fictitious name of another foreign corporation authorized to transact business in this state. (3) A foreign corporation may apply to the secretary of state for authorization to use in this state a name which is not distinguishable upon the records of the secretary of state from the name of any other legal entity whose organizational documents are filed with the secretary of state. The secretary of state shall authorize use of the name applied for if: (a) The other entity consents to the use in writing and submits an undertaking in a form satisfactory to the secretary of state to change its name to a name that is distinguishable upon the records of the secretary of state from the applying corporation; or (b) The applicant delivers to the secretary of state a certified copy of a final judgment of a court of competent jurisdiction establishing the applicant's right to use the name in this state. (4) A foreign corporation may use in this state a name which is the same as the name, including the fictitious name, of another domestic or foreign corporation or limited liability company organized under the laws of this state or authorized to transact business in this state, if the foreign corporation: (a) Has been formed by reorganization of the other entity; or (b) Has acquired all or substantially all of the assets, including the name, of the other entity. (5) If a foreign corporation authorized to transact business in this state changes its corporate name to one that does not satisfy the requirements of section 30-1-401 , Idaho Code, it may not transact business in this state under the changed name, and it shall adopt a name satisfying the requirements of section 30-1-401 , Idaho Code, and obtain an amended certificate of authority under section 30-1-1504 , Idaho Code.
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