How To File a DBA in Michigan in 6 Steps
In Michigan, a DBA ("doing business as") is called an "assumed name." If you are forming or operating a business under an assumed name, Michigan law requires you register that name with the state.
A DBA is not a legal entity. The underlying legal entity is responsible for the business life of the DBA, including taxation, business permits and licenses, insurance, and so forth.
Registering a DBA in Michigan is a fairly simple process in and of itself, but the registration will vary depending on several factors. Here is a step-by-step guide through registering a Michigan DBA.
Step 1: Decide if a DBA Is Right for Your Business
A DBA is any name that a business uses that is different from its legal name. A DBA is also called a trade name, an assumed name, or a fictitious name. DBA's got their start as a form of consumer protection, so bad actors would be unable to hide behind fictitious business names. Business owners must reveal (and are liable for) their actions regardless of what name they used.
It will be your decision whether or not to use a fictitious name instead of the legal name of the business or the business owner. But there are some situations where a DBA filing is virtually required for a small business.
The most common use of a DBA is in a sole proprietorship or a partnership where the business name is different from the full legal names of the person or people who operate the business. This is true even if the name is a part of the business—for example, "Bob's Greenhouse."
If you are a sole proprietor, you can register your full legal name as your business name. Any questions about this should be directed to the Michigan Secretary of State's office.
It is a slightly different question—and process—if the registering business is a corporation or limited liability company (LLC). If the name of the corporation or LLC is already registered, a second registration of that assumed name as a DBA is not necessary. However, if the corporation or LLC wants to do business under another name, a DBA registration is required. An example would be a holding company operating a restaurant: "XYZ Holdings DBA Kalamazoo McDonalds."
Step 2: Create Your Business Name
After you have decided on a name, but before you register that name as a Michigan DBA, take the necessary steps to make that name legally yours.
There are certain words that you cannot use in a Michigan DBA.
You cannot use a DBA name that is misleading about the nature of the business.
You cannot use a name connected to banking and insurance unless the business is licensed in those areas. Additionally, you cannot use a professional name (Doctor, Attorney at Law, etc.) unless you are licensed in those areas.
Step 3: Own Your Business Name
You will need to own your business name so that no one else can use it.
To begin with, you have to do a name search to make sure that no one else can use it in business or on the internet. This means that you have to make sure that no one else is currently using that name.
For the internet, make sure the internet domain name is available. At the same time, visit the website of the Michigan Secretary of State and make sure that the name is available there. Then register that name on that site. That name is now yours in your state.
Next, trademark that name with the United States Patent and Trademark Office (USPTO) if you expect to work in other states. This process takes time and money, but your name is still protected as a common law trademark. Once you receive your federal trademark, register that trademark back with the state as well.
Step 4: Determine if You Need to Register as a Michigan DBA
For the most part, sole proprietorships and general partnerships are the only legal entities that register DBAs. Corporations and LLCs have already created their names, so those names are not subject to DBA registration. However, corporations, limited partnerships, and LLCs can register another company if that second company is under the control of the original company as a DBA.
There are two different ways to register a Michigan DBA—one for sole proprietorships and general partnerships and one for other kinds of legal entities.
Step 5: Register as a Michigan DBA
DBA registration is handled in Michigan by the Michigan Department of Licensing and Regulatory Affairs (LARA).
Registering DBAs for Michigan Sole Proprietorships and Co-Partnerships
Sole proprietorships and general partnerships in Michigan must be registered at the county level in each county in which the DBA does business. The form for doing this, the “Certificate of Persons Conducting Business Under an Assumed Name," is available at every County Clerk's office, as well as on the websites of most of those offices.
Do not take this step until you have verified that your DBA name is available, taking the steps outlined above. That verification is a part of the county form.
Fill Out, Notarize and File the Form
The form asks for basic information. This includes the name registered, the name and address of the owner, the county and state where the business was organized, and a description of what the business does.
After the form is filled out, it must be notarized and then physically filed at the County Clerk's office.
There will be a small filing fee, which is different from county to county but is generally less than $20. There may also be a notary charge.
A form must be filled out, notarized, and filed in each separate county in which the DBA is doing business.
Oakland County Registration
The process and forms for registering a DBA in Oakland County can be found on the county government web page.
Wayne County Registration
The process and forms for registering a DBA in Wayne County can be found on the county government web page.
Registering DBAs of Michigan Corporations, Limited Partnerships, and LLCs
Corporations, LLCs, and limited partnerships (LLPs) register their DBAs at the state level by filling out and submitting a "Certificate of Assumed Name" form. This form is also on the LARA website.
Step 6: Taxes and Insurance
Adding an Assumed Name to an Insurance License
LARA is very picky about making sure your DBA has insurance.
An individual insurance licensee with a DBA must submit an "FIS Individual Insurance Licensee Registration" form or "Cancellation of DBA" form. Both are available on the LARA website.
A business entity (agency) licensee must register an assumed name on the Michigan DIFS insurance licensing website.
DBAs and Tax Identification
A sole proprietorship DBA can use the owner's Social Security Number (SSN) for taxes. It does not have to obtain a Federal Employee Identification Number (EIN).
Any other type of company should have, use, or obtain a business EIN.
The fictitious company does not have to obtain a Federal Employee Identification Number (EIN). The underlying legal entity is responsible for all taxes for the DBA. The underlying legal entity is also responsible for employment taxes, unemployment insurance, business insurance, local and state business permits, etc.
If the underlying legal entity does not have tax identification numbers, you will have to obtain them.
You can obtain a federal EIN from the Internal Revenue Service (IRS). You will also need to file a business registration with the State of Michigan to pay taxes on any business sales. If you have employees, you must register with the Michigan Department of Treasury and Unemployment Insurance Agency.
Find a Michigan Business Attorney
It is always good to have professional help when forming a business or doing any state paperwork. A Michigan business attorney can guide you through legal uncertainty when it matters most.
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