You picked a niche. You pop in your scratched-up Friends Collector’s Edition discs into the dvd player. Crack your knuckles to fire up the new website.
Only to stop…
….and ponder whether your business name is legal or not.
Before you go any farther, let us check out some information on this. Because, let’s be real, naming your website is probably as hard as naming your human, or even fur, children.
What’s in a name?
If you are doing business through your website, you may need to file for an “assumed name” or “fictitious name” certificate, also known as a “doing business as” certificate. This post will give you a general overview of when you need to file for such a certificate and how to go about it.
What is a fictitious or assumed name?
A fictitious name is a name you conduct business under that is different from your business’s official name. When you incorporate your business, create a partnership, or otherwise file formation papers with your secretary of state, you determine its official business name. However, you may also advertise, sell goods, or provide services under a name that is slightly – or completely – different, from the official name. In that circumstance, you must file a certificate for a fictitious or assumed name with your state, and sometimes local, government.
A fictitious name certificate doesn’t prevent other businesses from using the same name, but it helps the state track business operations that are not officially registered entities. It also prevents customer confusion, makes it easy for consumers to determine the liable umbrella corporation, puts other businesses on notice that you are using that business name, allows you to open bank accounts under your name, and allows you to enforce contracts under your name.
Do I need to file a fictitious or assumed name certificate?
You need to file a certificate for a fictitious or assumed name whenever the name you are doing business as is different from the official name of your business. The most obvious example of needing a fictitious name certificate is when you are doing business as a company name completely different from your official name.
For instance, you might do business under the name Monica’s Mealtime Madness, but the official business name on file with the state, the one you pay taxes under, is Monica Geller & Associates, Inc. Another example of when you will need to file is if your advertised business name doesn’t include the business organization designation. So, if your official business name is Bing’s Bongos, LLC, but your storefront sign leaves off the “LLC”, then Bing’s Bongos is the fictitious name, and you will need to file a certificate as such.
This includes how you advertise and operate online. For example, if your blog is titled Phoebe’s Photography, but you offer photography services as a sole proprietorship under your name Phoebe Buffay, then you will probably need to file a certificate for your blog name as your fictitious name. Similarly if you provide an online service or product, but your domain name is not the same as your business name, you will need to file. An example of this would be if you sell Photoshop services under the blog www.RossRetouches.com, but your business name is Ross Geller, Inc. One exception to the filing requirement is if your blog or business name contains your last name and you are a sole proprietorship. Using our previous example, if your blog is actually www.GellerRetouching.com and you, Ross Geller, are a sole proprietorship, then you won’t need a fictitious name certificate.
But if you are Rachel Gellar and plan to operate as www.RachelGellar.com then you don’t need a doing business as certificate to operate in business.
How do I file for a fictitious or assumed name certificate?
Filing is a relatively simple and affordable process. It’s best to call your secretary of state and local county clerk to find out the specific filing procedures. Some types of businesses are only required to file with the secretary of state of their state of incorporation. You will pay a small fee, usually between $10-50. Some jurisdictions may require you to search existing names on file as part of your filing. You may also have to comply with a publication requirement in local papers and then file an affidavit of compliance.
It may be difficult to determine on your own whether you need to file a fictitious name certificate, so you may want to consult with a knowledgable business formation specialist and familiarize yourself with the local and state rules on fictitious and assume names.