How To Change the Name of Your LLC
Maybe you feel like it's time for a change, or perhaps you want to make sure that your business name reflects changes you have already made within your small business. There are a lot of reasons for considering an LLC (limited liability company) name change. Before you begin the process, you might want to ask yourself a few questions.
What do you hope to accomplish by changing the name of your LLC? Can you achieve your goals with a DBA ("doing business as") name registration? Are you prepared to change your business name on business cards, signage, and bank accounts? Changing the legal name of your business entity takes time and money, so it helps to consider all of your options.
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DBA Name vs. Name Change
If you're considering a name change for marketing reasons, there might be a solution for you other than changing the name of your LLC. You might wish to register a fictitious name for your business.
Registering a DBA name can be easier and cheaper than changing the name of your business entity. Owners of an LLC, sole proprietorship, or corporation may choose to register a DBA name because it allows them to conduct business under a name other than the legal business name.
Owners of LLCs and corporations can look to their formation documents for their legal business names. The legal business name for an LLC is typically the name listed on the Articles of Organization. Alternatively, the legal business name for a corporation is usually the name listed on the Articles of Incorporation.
For sole proprietors, the legal business name for their company is their own name. Unlike owners of LLCs and corporations, sole proprietors do not have to file paperwork with the state to form their business.
If you register a trade name (or assumed name), the legal name of your LLC won't change. You will be able to conduct business under the new name.
Steps To Take Before You Change Your Business Name
There are several steps that you might take before you start filing paperwork. First, you'll probably want to do a name search to ensure that the name you would like to use is available. Depending on laws in your state, you may not be able to pick a name that is already registered to another LLC.
Next, take a look at the formation documents for your organization. Your LLC operating agreement may contain rules about changing the name of the legal entity. In some cases, approval from the members of the LLC is necessary for a name change. The members of the LLC may have voting rights when it comes to naming changes for the organization.
If you need approval from LLC members for the name change, make sure to make a written resolution and keep it for your records. If your LLC operating agreement does not contain any rules for changing your organization's name, look for any state or local laws that may apply.
How To Change Your LLC Name
Once you have a resolution or agreement from the members of the LLC, you will have thirty days to file paperwork with the appropriate state agency. The state must approve the amendment to your Articles of Organization to use the new name as your legal business name.
The steps for changing the name of your LLC are as follows:
- File Articles of Amendment with the Secretary of State
- Pay filing fee for Articles of Amendment
- Amend LLC operating agreement
- Notify IRS (Internal Revenue Service) and other tax agencies of name change
- Inform customers, vendors, and companies of name change
- Change business name on business accounts and marketing materials
- Change business name on licenses and contracts
Once the state approves your name change, you will need to inform the appropriate tax agencies, companies, and individuals of your new company name. Depending on your circumstances, you may have to get a new EIN (employer identification number) from the IRS after changing your LLC name.
It could be essential to make sure that customers are aware of your name change. This way, they will know that they are still interacting with the same business, although you have a new name.
In addition to informing customers of the name change, you will need to get new signage and business cards. Be prepared to update your logo and website also. It could help to plan for the cost of new marketing materials.
Many business owners have business licenses that allow them to conduct business in their area. If you change the name of your LLC, you will need to let licensing authorities know about the name change. You will also need to let your bank and credit card companies know about the name change so that they can update your records.
In some cases, you will need to amend any contracts with your old business name on them. You might need to produce your Certificate of Amendment to show that you have a new business name.
Correcting Your Business Name
Sometimes business owners find that there is an error in the formation documents for their business entity. Perhaps there is a typo or spelling error in the business name. Does an LLC owner need to file Articles of Amendment to correct this error?
In some states, you may be able to file a Certificate of Correction to address typographical errors in filed documents. There is a filing fee for Certificates of Correction, as well.
Domestic and Foreign LLCs
Do you conduct business in multiple states or only in the state in which you initially registered your LLC? Business owners who wish to expand their business into other states register their business as a foreign LLC in the other states.
If you wish to change the name of your LLC and you conduct business or have a property in another state, you will need to file an amendment in the other state(s) as well.
Trademarks and Business Name Changes
If you have a trademarked business name, you might be wondering what happens to your trademark if you change your name. If you have gone through getting your business name trademarked, you will want to make sure that you continue to have trademark protection after a name change.
What you might need is a Transfer of Trademarked Business Name Form. This is a form that you can fill out and submit to the state to transfer your trademarked business name.
Interested in Changing Your LLC Name? Contact an Attorney
Changing the name of your limited liability company could be time-consuming. There are also expenses that you have to consider. It might help to have guidance on all of the options available to you before you begin the process of changing your LLC name.
An attorney could go over your options with you and provide assistance. Consult a business lawyer today.
You Don’t Have To Solve This on Your Own – Get a Lawyer’s Help
Meeting with a lawyer can help you understand your options and how to best protect your rights. Visit our attorney directory to find a lawyer near you who can help.