How To Form a DBA Corporation

Oftentimes, a corporation wants to use a name other than the name set forth in its Articles of Incorporation.  There can be a variety of reasons to do that. Sometimes, the name the corporation wants to use as its corporate name has already been taken.  Other times, another name will be catchier, or link the company more closely to its brand, or just be easier to say.  It is those situations in which a corporation will choose to file a fictitious business statement, or, in the jargon, "a DBA," which is shorthand for "doing business as."

A corporation must use the name in its Articles of Incorporation unless and until it files a fictitious business name statement.  Although this can vary from state to state, and even county to county, a fictitious business name statement is usually filed in the county clerk's office, accompanied by a minimal filing fee, where the corporation intends to do business.

Then the statement is usually published in a newspaper of general circulation for a specified period of time. That publication gives notice to the world that this corporation is doing business, or intends to do business, under the specified fictitious business name.  Once the legalities are completed, then the corporation can choose to do business under its corporate name, its corporate name dba the fictitious business name, or just use the fictitious business name.

The filing of a fictitious business name statement is good for a period of years, usually five years.  It must be renewed before the expiration date, or the corporation's right to use that fictitious name lapses.

One problem that arises is the possibility of another business entity using that same fictitious name.  Sometimes it makes sense to have the county records searched in advance to see if another company (not necessarily a corporation) is using that same name.  If so, there could be confusion, unless the kind of businesses can be easily differentiated.

A warning:  if the corporation accepts checks in its fictitious business name and then wants to deposit them in its corporate account, the corporation must provide its bank with a certified copy of the fictitious business name statement as soon as possible. Otherwise, the bank may well reject such deposits, since there is no match between the name of the payee and the name on the account.  The bank needs to know that that the fictitious business name and the corporate entity are one and the same.


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