Registering Your Business Name

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In most states, a person or business entity transacting business in the state under a name other than their own “true name” must register that business name with the county clerk or secretary of state’s office as a fictitious name or “doing business as” (dba) registration. For a sole proprietorship or partnership, a business name is generally considered “fictitious” unless it contains the full name (first and last name) of the owner or all of the general partners, and does not suggest the existence of additional owners. Generally, using a name which includes words like “company,” “associates,” “brothers,” or “sons,” will suggest additional owners and will make it necessary for the business to file. Depending on the state in which you live, you may or may not have to register your name if you add a word such as “inventions,” “innovations,” or “technology.”

If you fail to register, you’ll have all sorts of problems. For example, you may not be able to open a business bank account. You also may be barred from suing on a contract signed with the name. There is usually a time limit on when you must register -- often a month or two after you start business.

How to Register

To register, you usually file a certificate with the county clerk (most likely at your county courthouse) stating that you are the one doing business under that name. In many states, you must publish the statement in a local newspaper. This is intended to help creditors identify the person behind an assumed business name, supposedly to track down those people who are in the habit of changing their business names to confuse and avoid creditors. Some states also require you to pay additional fees, or to file the statement with the state department of revenue or some other state agency.

Contact your county clerk and ask about the registration requirements in your locale. You’ll have to fill out a simple form and pay a fee -- usually between $15 and $50. The county clerk will normally check to see if any identical or very similar names have already been registered in the county. If so, you’ll have to use another name. In most counties, you can check to see if anyone is using a similar name in your county before you attempt to register -- either by doing a search of the county clerk’s records at its office, calling the clerk, mailing in a request or using the clerk’s website.

No Trademark Protection

State and federal trademark laws protect the right to exclusively use a name, logo or any device that identifies and distinguishes products or services. A good example of a trademark is the Nike name and the distinctive swoosh logo. If a competitor uses this trademark, Nike can obtain a court injunction and monetary damages.

It’s important to understand that registering a legal or trade name by filing a fictitious business name or similar document (or registering a corporate or LLC name) does not make your name a trademark. Such registration gives you no ownership rights in the name in the sense of preventing others from using it. If someone else is the first to use your name to identify a product or service to the public, it doesn’t make any difference whether you or they have previously registered it as an assumed or corporate or LLC name. They will still have the right to exclusive use of the name in the marketplace.

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