Having an assumed name certificate allows sole proprietorships and corporations to operate under more than one name other than its registered legal name. An example might be its marketing or trade name.
What is an Assumed Name Certificate
An assumed name certificate may be referred to as a fictitious name certificate or “doing business as” certificate (DBA). This certificate is a required document to be filed with the county or state. It discloses the correct name and address of the real owners of a business which conducts business in Texas.
You will need to provide a bank with a filed assumed name certificate if you plan to open a bank account in the name of your business.
A sole proprietorship may use an assumed name rather than the last name of the business owner. It is important to keep in mind that using as assumed name does not provide any additional liability protection for a sole proprietorship.
The use of a marketing or trade name does not change the personal assets liability of this type of business entity as it would with if forming an LLC.
Corporations, limited partnerships, and limited liability companies
If a limited liability company, limited partnership or a corporation wishes to use a marketing or trade name other than its legal name, they are required to obtain authorization to use an assumed name in Texas.
When do you need an Assumed Name (Fictitious name or DBA Certificate)?
If you conduct business or provide a service under an assumed name or a fictitious name, you must file for an assumed name certificate.
Common examples of when you must use this document in Texas:
- An individual whose business name does not include their real last name.
- A business conducted as a partnership and the business name does not include the real last name(s) or other legal name(s) of each joint venturer or general partner.
- An individual or a partnership with a business name including words such as “Company,” “& Company,” “& Son,” “& Sons,” “& Associates,” “Brothers,” and similar words.
- The business is a corporation, limited liability company, or a limited partnership, and does business under any name other than the name stated in its certificate of formation.
Filing an assumed name (or DBA certificate) in Texas
The certificate must be filed with the county clerk for the county where you maintain your business or where you conduct business. In some cases, it must be filed with the Secretary of State’s office.
When to file
- Before you start the business in a Texas.
- It must be re-filed every 10 years.
Are there penalties for not filing
- If you conduct business using an assumed name and you do not file an assumed name certificate, there are penalties.
- If you are sued or if you need to sue someone and you have not filed one, there will be penalties.
There are also criminal penalties:
In Texas, it is a Class A misdemeanor to conduct business or a professional service in Texas under an assumed name with the intention of violating this law.
Read more about asset protection:
Do you have questions about Assumed Name Certificates? Call and speak directly with attorney Scott Steinbach at 972-960-1850 for a free consultation.
The Steinbach Law Firm can prepare an Assumed Name Certificate for your business.
Our fee is $195 per certificate. We will provide you with instructions and where and how to file the certificate.
R. Scott Steinbach is AV Preeminent rated by Martindale-Hubble. Peer rated for Highest Level of Professional Excellence.