This is a short article on the need to file what is commonly called a “dba” certificate.

A "dba" is required in most states.

Found on www.prlog.org/ and brought to you by Lawyer Salinas

A dba certificate is required to contain certain information. For example, a dba certificate for a corporation would need to contain the name of the corporation,

 

Jun 15, 2011 – In New York, a natural person, corporation, limited liability company and a partnership are prohibited from conducting business under any name other than their actual names, unless a certificate of conducting business under an assumed named (commonly known as a “dba” certificate, i.e., “doing business as”) is filed.

   A natural person or a partnership composed of natural persons would file the certificate in the country clerk office of each county in which business is conducted.  A corporation or a limited liability company would file the certificate with the New York  Department of State.

   A dba certificate is required to contain certain information.  For example, a dba certificate for a corporation would need to contain the name of the corporation, the statute under which the corporation was formed, the assumed name under which it is conducting business, the principal place of business in New York State, including the county, and the number and street address and county of each business location within the State of New York.

   It is important to note that there are several statutes that will prohibit or restrict the use of certain assumed names.  There are many such names that are prohibited or restricted, including, for example, ‘bank’, ‘bond’, ‘loan’, ‘mortgage’

, or ‘savings’ (unless the consent of the state Banking Department is obtained), ‘insurance’ or ‘underwriter’ (unless the consent of the state Insurance Department is obtained), or ‘blind’ or ‘handicapped’ (unless the consent of the state Department of Social Services is obtained).  Further examples of prohibited or restricted words are ‘school’, ‘education’, ‘pre-kindergarten’, ‘preschool’, ‘nursery school’, ‘historical’, ‘university’, and ‘college’ (unless the consent of the state Department of Education is obtained).

   It is important to note that a filed dba certificate must be kept up to date, that is, if facts change, such as business locations, then an amended certificate of doing business under an assumed name would need to be filed.

   There are penalties for conducting business under an assumed name if you have not filed a dba certificate.  Conducting business under an assumed name without filing a dba certificate is a misdemeanor and, further, you are prohibited from suing on a contract, business agreement or other business transaction if the contract or the business transaction is under the assumed name.  

   Finally, you are required, when you terminate the use of the assumed name, to file a certificate of discontinuance of the dba certificate.  

The Law Office of Wayne Burton
www.wayneburtonlaw.com
29 WARDS LANE
ALBANY, NY 12204
518-449-3107

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Wayne Burton has been practicing law in the Albany, New York area since 1978. Wayne Burton practice areas have been estate planning, estate administration and contested proceedings, business, including buying, selling or starting a business and business litigation.