Are you an individual sole proprietor doing business under a name other than your legal name (like John Jones doing business a Jones Handyman Service)? Are you a corporation or LLC doing business under something other than your actual name (like Jones Lawn Care, LLC doing business as Jones Organic Lawn Care)? Are you a partnership doing business under a name other than the individual partners’ names (like Jane Smith and Jenna Jones doing business as J&J Rentals)? If so, you must file an assumed business name certificate with the Register of Deeds in order to be lawfully able to use the trade name.
Filing and searching assumed business name certificates is easier with a NC statute that became effective December 1, 2017. However, certificates filed under the old law (before 12/1/2017) will expire on December 1, 2022, so a new version must be filed before then. Business owners should be mindful of that deadline.
An “assumed business name certificate” under the new statute was previously known as a “certificate of assumed name.” You might also hear it called a “DBA” (short for “doing business as”) or a “fictitious name.”
Certificates are filed with the county Register of Deeds, with a $26 filing fee. Filing is now simpler. Before, a certificate had to be filed in each county in which you did business; now, you only file in the county where the business is based.
Assumed names are not required to be unique for filing purposes. The Register of Deeds office does not check to see if someone else already uses that name; you or your attorney should do that before you file. Another business using that name before you has a common law right to make you change your name if it causes confusion among customers and the public.
Searching business name certificates is easier under the new statute. For filings after 12/1/17, the NC Secretary of State’s office maintains a searchable database collected from Registers of Deeds in all counties.
Why is filing a certificate important? If you should have one but don’t, your business is not legally recognized under your trade name. When you’ve done business under your un-registered trade name, you will have no rights to collect from customers or vendors, to enforce your oral or written contracts, or to defend against lawsuits by customers or vendors.
Is it suitable for you to do your assumed business name certificate yourself without an attorney? Probably, if you are careful. The certificate process is not as susceptible to DIY problems as forming a corporation or LLC (which I do not recommend trying on your own). The new certificate form is available from the Register of Deeds or the NC Secretary of State. On the form, it is important to be precise when you list your corporate name (if any) and your assumed name. Thereafter, use your assumed name precisely. For legal purposes, “Jones Handyman Services” is not the same as “Jones Handyman Service.” Having an attorney check the name, prepare the certificate, and file it may be a time-saving convenience for clients.
Kim K. Steffan is an attorney with Steffan & Associates, P.C. in Hillsborough, NC. She can be reached at email@example.com or 919-732-7300.
This article was last updated in January 2020.