Many clients want to operate a business under a different name than what was originally named on the certificate filed with the state. The question we hear quite often is: "'Do I need a DBA' or 'doing business as' name with my company?" and "What is the process to do this?" Here is some information from business.gov that may help clarify this topic.
The legal name of a sole proprietorship is the name of the person or entity that owns it. If you are the sole owner of your sole proprietorship, its legal name is your full name. If your business is a partnership, the legal name is the name given in your partnership agreement or the last names of the partners. For limited liability companies (LLCs) and corporations, the business's legal name is the name in Article One of the certificate that was registered with the state government.
Your business' legal name is required on all government forms and applications, including your application for employer tax IDs, licenses and permits. However, if you want to open a shop or sell your products under a different name, then you may have to file a "fictitious name" registration form with your local government agency.
A fictitious name (or assumed name, trade name, or DBA name, short for "doing business as") is a business name that is different than your personal name, the names of your partners or the officially registered name of your LLC or corporation.
For example, let's say Mary Smith is a sole proprietor of a catering company she runs out of her house. Mary wants to name her business Seaside Catering instead of using her business's legal name, Mary Smith. In order to use Seaside Catering, Mary will need to register that name as a fictitious business name with a government agency. Which government agency, depends on where she lives. In some states, fictitious names are registered with the state government; in others, you register fictitious names with the county clerk's office; and in others, there are no laws requiring businesses to register a fictitious business names.
Beware! Filing a DBA does NOT protect you from personal liability the way incorporating does. When we file your LLC or corporation with the Delaware Division of Corporations, it creates a whole new entity, which is separate in most legal respects from its owners.
There are 2 comments left for Do I Need a DBA?Raul Rasco said: Tuesday, May 30, 2017
I need to register a DBA for the above website. I understand Harvard Business can assist in filing this in Delaware where my LLC is also registered. Please call me at 626-233-4630HBS Staff replied: Tuesday, May 30, 2017
Typically, a DBA is set up with the state and/or county that you are operating out of. Before setting up the DBA, your home jurisdiction may require you to foreign qualify there, if you have not done so already. We are not able to file the DBA, but we are more than happy to assist with the foreign qualification.
Your business is considered domestic to the State where formed, and foreign in all other States. To take advantage of the strong corporate law structure, Delaware is by far the most popular domestic choice.
If your business will have a physical presence by operating, hiring employees, banking or even holding an asset in a state other than its state of Incorporation, business owners must often qualify the business to operate in that state.
The foreign qualification process enables a company to transact business in a jurisdiction other than where it was formed. By failing to comply with local compliance issues, you may be putting the protection of your company at risk.
Since each state has its own requirements, let ustake care of this detail for you. I can be reached directly at 302-644-6265 or firstname.lastname@example.org and we'll set this up ASAP.
For further information on the DBA visit https://www.delawareinc.com/blog/dba-or-doing-business-as/
For more information on the foreign qualification process https://www.delawareinc.com/blog/what-is-foreign-qualification/Leviticus Bennett said: Wednesday, March 29, 2017
Thanks for the clear explanations as to what a DBA is. My uncle started a business as a sole owner, so it sounds like the title is in his name. I think he'll file a DBA to change it to the company's name.HBS Staff replied: Friday, March 31, 2017
Glad to help! Thanks for reading our blog.