A DBA, or “Doing Business As,” is a fictitious business name that allows a company or individual to operate and promote their business under a name different from their legal business name. It is also commonly referred to as a “trade name” or “assumed name.”
The primary purpose of filing for a DBA is to separate the business identity from the owner’s personal name or the officially registered business entity name. This can be beneficial for branding, marketing, and establishing a professional presence in the marketplace.
Here are some common examples of when a DBA is needed:
By filing for a DBA, businesses can operate and advertise using the assumed name while still maintaining their legal business structure and ownership. It provides flexibility in branding and marketing efforts without the need to create a new legal entity.
In New York, a DBA (Doing Business As) filing is legally required for any sole proprietorship or general partnership operating under a name different from the owner’s legal name(s). This includes businesses owned by an individual, married couple, or informal general partnership. Even if you are the only owner operating the business, you must file a DBA if using anything other than your full legal name.
Corporations, limited liability companies (LLCs), and limited partnerships are exempt from DBA requirements in New York. These business entities are instead registered directly with the New York Department of State. However, a corporation or LLC may optionally file for a DBA if they wish to use an additional trade name or fictitious business name.
To legally operate under a DBA in New York, your business name must be distinguishable from other existing business names registered in the state. The name cannot be deceptively similar to a government agency or suggest any affiliation with the state. Restricted terms like “Corporation” or “Limited” generally cannot be used unless your business is actually registered as that entity type.
There are a few other exceptions where a DBA is not required, such as for businesses operating under the owner’s full legal name, licensed professionals like doctors or lawyers, or businesses with fewer than 25 employees that do not use a trade name. However, in most cases, a sole proprietor or partnership using a fictitious business name will need to complete the DBA filing process.
Filing a DBA (Doing Business As) in New York is a straightforward process, but it’s essential to follow the correct steps to ensure compliance with state laws. Here’s a detailed walkthrough of the DBA filing process in New York:
Choose Your Business Name: Before filing a DBA, you’ll need to select a name for your business. The name must be distinguishable from other businesses registered in your county and cannot be misleading or violate any trademarks.
Obtain the Necessary Forms: In New York, DBAs are filed at the county level. Contact your county clerk’s office to obtain the required forms for filing a DBA. Typically, you’ll need to complete a Certificate of Assumed Name or Certificate of Conducting Business as.
Complete the Forms: Fill out the DBA forms with the required information, including your business name, the true names of the owners, the business address, and a brief description of the business activities.
Submit the Forms and Pay the Filing Fee: Once you’ve completed the forms, you’ll need to submit them to the county clerk’s office, along with the required filing fee. Filing fees can vary by county, but they typically range from $25 to $100.
Publish a Notice of DBA Filing: In some counties, you may be required to publish a notice of your DBA filing in a local newspaper. This notice must run for a specific number of consecutive weeks, usually between four and six. Check with your county clerk’s office for the specific publication requirements.
Submit Proof of Publication: If publication was required, you’ll need to submit proof of publication, such as an affidavit from the newspaper, to the county clerk’s office.
Receive Your DBA Certificate: After submitting all the required documents and fees, the county clerk’s office will issue you a DBA certificate. This certificate serves as proof that you have registered your DBA in that county.
Processing Times: Processing times for DBA filings can vary depending on the county and the volume of applications. In some counties, it may take a few days, while in others, it could take several weeks.
It’s important to note that a DBA filing in New York is valid only in the county where it was filed. If you plan to conduct business in multiple counties, you’ll need to file a separate DBA in each county where you operate.
Selecting the right name for your DBA is crucial as it represents your business identity. Here are some guidelines to keep in mind when choosing a DBA name in New York:
Guidelines for Selecting a DBA Name
Checking Name Availability
Before finalizing your DBA name, it’s essential to ensure its availability. You can check the name’s availability by:
Naming Rules and Restrictions
New York has specific rules and restrictions regarding DBA names:
By following these guidelines and rules, you can select a DBA name that accurately represents your business and complies with New York state regulations.
Once you have chosen an available business name, you can file your DBA with the County Clerk’s office where your business is located or will be operating. In New York, DBAs are filed at the county level rather than with the state.
Which County to File In
You’ll need to file your DBA in the county where your business has a physical presence, such as an office or storefront. If you operate your business from home, you would file in the county where you reside. Businesses with multiple locations will need to file a DBA in each county they operate in.
In-Person vs. Online Filing
Most New York counties allow you to file your DBA application in person at the County Clerk’s office or by mail. An increasing number also offer online DBA filing and payment as a convenient option.
When filing in person or by mail, you’ll need to submit a completed DBA certificate application along with the required filing fees. Online filing typically involves entering your business information through a web portal and paying the fees electronically.
Publishing Requirements
In addition to submitting your application, New York requires you to publish a notice of your new DBA in two newspapers: one daily and one weekly publication. This allows the public and creditors to voice any objections.
You’ll need to provide proof of newspaper publication, typically affidavits from the publishers, to the County Clerk. The publishing fees can add $40-$100 or more to your total DBA filing costs. Once the publishing requirement is satisfied, the clerk can officially certify and approve your DBA.
Once you’ve filed your DBA in New York, there are a few key things to keep in mind for maintaining it properly. First, DBAs in New York do not need to be renewed, but they will expire if not used for any consecutive five-year period. To keep your DBA active, you’ll need to continue transacting business regularly using the DBA name.
If any of the information in your original DBA filing changes, such as your business address or owners, you’ll need to file an Amendment to have those details updated with the county clerk’s office where your DBA was filed. There is typically a fee for filing amendments.
If you no longer need to use your DBA name, you can file a Discontinuance form with the county clerk to cancel or terminate the DBA registration. This will formally retire the DBA name so it can become available for others to use. Canceling an inactive DBA helps keep public records accurate.
Properly maintaining your New York DBA by updating information, proving ongoing use, or canceling when appropriate is important for staying compliant and avoiding potential legal issues down the road. Be diligent about tracking renewals or changes affecting your DBA status.
Once your DBA has been filed and approved, you can legally operate your business under that name. There are a few key legal requirements to keep in mind when using your DBA:
Displaying the DBA Name
Any business signage, marketing materials, websites, and official documents must prominently display the DBA name along with the actual legal business name. For example, “ABC Plumbing Services (a DBA of XYZ LLC).”
Contracts and Business Dealings
When entering into contracts, agreements, leases, or any other legal arrangements, you must use the full legal business name, not just the DBA. The DBA does not create a separate legal entity.
Opening Bank Accounts
Most banks will allow you to open a business bank account using your DBA name, as long as you provide the filed DBA paperwork and your business formation documents. Be sure to have these ready when visiting the bank.
Tax and Legal Compliance
For tax purposes, payroll, licenses, permits, and other legal compliance matters, you must use the full legal business name, not the DBA. The DBA is simply an operating trade name.
By properly displaying and using your DBA per legal requirements, you can leverage the marketing benefits while staying compliant with state laws. Failing to follow DBA regulations can result in fines or an inability to enforce contracts under the DBA name.
If you are operating a business in New York that was originally formed in another state, you will need to register as a foreign entity with the New York Department of State in addition to filing a DBA. The process involves a few key steps:
Obtain a Certificate of Good Standing from your business’s home state to prove the company is properly registered and active.
Submit the Application for Authority to the NY Department of State, along with the Certificate of Good Standing, a Certificate of Existence or similar document from your home state, and the filing fee.
Publish Notices of Formation in two newspapers approved by the county clerk where your New York office will be located, once per week for six consecutive weeks.
File an Affidavit of Publication with the Department of State, along with a Certificate of DBA from the county clerk’s office.
Maintain a Registered Agent in New York for accepting official mail and documentation on behalf of your company.
Out-of-state businesses must follow these steps to legally operate in New York under their existing company name. Filing a DBA is a separate process handled at the county level and does not grant authority to transact business in the state as a foreign entity.
Beyond filing a DBA, businesses operating in New York may need to obtain additional registrations, licenses, and permits depending on their industry and activities. Here are some common registrations to be aware of:
NYS Sales Tax ID: If selling taxable goods or services, you’ll need to register for a New York State Sales Tax ID from the NY Department of Taxation and Finance. This allows you to collect and remit sales tax.
Employer Identification Number (EIN): An EIN is required if you plan to hire employees. It’s a nine-digit number assigned by the IRS that identifies your business for tax purposes. Even some single-member LLCs without employees need an EIN.
Business Licenses and Permits: Certain occupations and business activities require special licenses or permits from state or local authorities. Common examples include construction contractors, restaurants, childcare facilities, and businesses involving professional services like law or healthcare. Requirements vary by location and industry.
Local Registrations: In addition to state-level registrations, you may need to register your business with the county, city, or town where operating. This could include obtaining a municipal business license or permit.
It’s crucial to research all applicable requirements for your specific business type and location within New York. Failing to obtain necessary registrations can result in fines and other penalties. Professional guidance from an accountant or attorney can ensure you remain compliant.
If you don’t want to file your New York DBA yourself, there are many online services that can handle the process for you. These DBA filing companies will collect your information, prepare the required forms, submit them to the county clerk’s office, and deliver your filed documents to you.
Using an online DBA filing service can save you time and ensure your paperwork is completed properly. However, it does add some extra costs on top of the state and county filing fees. Most services charge $99-$199 plus state fees for a basic DBA filing.
While convenient, remember that online filing companies simply act as your middle-man. You’ll still need to provide them with all the required information about your business and DBA name. They don’t offer legal advice or handle ongoing compliance requirements for you.