New Jersey DBA
You can operate a business in New Jersey under a name that is not the name of the company or person who is operating the business. This is often called a “DBA," or “Doing Business As." A DBA can also be called a “fictitious name," an “alias," or a “business trade name,"
New Jersey has two separate designations. New Jersey law calls a DBA an “Alternative Name" for “legal entities:" corporations and Limited Liability Partnership, etc., and the state calls a DBA a “Trade Name" for sole proprietorships and general partnerships.
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. You use the underlying legal entity's tax identification numbers to open a bank account in the DBA name.
If you are operating as a DBA, the State of New Jersey requires you to register that assumed business name. Where you register this will depend on the underlying legal entity's business structure. Sole proprietorships and general partnerships register with the county in which the DBA is headquartered. All other business entities register with the New Jersey Secretary of State.
Here is a step-by-step guide through the legal steps in registering a New Jersey DBA.
Step I: Decide if a DBA Is Right for Your Business
DBA stands for “Doing Business As." A DBA or Assumed Business Name is any name that a business uses that is different from its own legal name. DBAs are available for either incorporated entities (LLCs, Corporations, etc.) or sole proprietorships.
DBAs got their start as a form of consumer protection, so bad guys couldn't hide behind fictitious business names but had to reveal (and be liable for) their actions regardless of what name they used.
You can use a DBA to advertise, prove the business exists, open a business bank account, and to accept credit cards as a merchant, among other advantages. Use it to simplify a corporate name, introduce a new product line, or to not use a person's name.
A disadvantage of a DBA is that it is not a type of business structure that protects the business owner, like an LLC would do.
It will be your decision whether or not to use a fictitious name instead of the legal name of the business. But there are some situations where a DBA is virtually required.
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."
At the same time, you can register your full legal name as your business name if you want. Any questions about this should be directed to the New Jersey Secretary of State's office.
It is a different question—and process—if the registering business is a corporation, LLP, or Limited Liability Company (LLC). If the name of the corporation or LLC is already registered, a second registration of that name as a DBA is not necessary. However, if the corporation or LLC wants to do business under another name, then a DBA registration is required.
No Limits to Number of DBAs
There are no limitations to the number of DBAs that a New Jersey legal entity can have. There are several limitations on what a DBA can call itself, as listed in the next section.
DBA Designation Not Allowed in New Jersey Company Names
Under New Jersey law, the designation “DBA" as a part of a New Jersey company name is not allowed. The state will reject any attempt to register a company that uses the “DBA" designation.
New Jersey DBA Registration Is Required by Law for Out of State Businesses Under Some Circumstances
New Jersey law requires the creation and registration of a DBA for “foreign" (out-of-state) businesses that have the same name as a New Jersey corporation.
So—you cannot use the “DBA" designation for New Jersey incorporations, and you must use the “DBA" designation for foreign corporations.
A complete explanation of these rules is on the New Jersey Treasury Department website. Scroll down a bit.
Step II: Create Your Business Alternative Name
After you have decided on a name, and before you register that name as a New Jersey DBA, take the steps that are necessary to make that name legally yours.
First, conduct a business name search on the New Jersey Department of the Treasury website to make sure that no one else in the state is using that name. This database also contains the names of all business names trademarked with the U.S. Patent and Trademark Office (USPTO).
Technically, a DBA name cannot be protected under New Jersey law. There can be three businesses called, for example, “Bill's Auto Repair" in the same city, county, across the state, or even on the same street. It would be worth the time to create a name that no one else would use.
Once you find that you have created a unique New Jersey name, then register that name as a fictitious name, as shown below. There are several business name requirements.
There are certain words or designations that you cannot use in a New Jersey DBA:
- You cannot use a DBA name that is misleading about the nature of the business.
- You cannot use a name that is connected to the banking and insurance business unless the business is licensed in those areas.
- You cannot use a professional name (Doctor, Attorney at Law, etc.) unless you are licensed in those areas.
- You cannot use any indication that the DBA is a corporation unless one of the entities named in the application for registration is itself a corporation.
- You can use “Inc." if the underlying legal entity is a corporation
Step III: Own That Business Name
You can own your business name so that no one else can use it. That name will have to be unique, though.
To begin with, you have 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. Then follow the steps to own that domain name (that will only cost a few dollars).
You can trademark that name (or register your service mark) with the United States Patent and Trademark Office (USPTO) if you expect to work in other states. This process takes some time and money, but your name is still protected as a common law trademark.
Once you receive your federal trademark, you can register that trademark or service mark back with the state. You can also register the trademark/ service mark with New Jersey without a federal trademark.
Now that name is yours.
Step IV: Now Register as a New Jersey DBA
All New Jersey alternate names are registered with the state by filling out Form C-150G. The form is then filed with either the state or the county, depending on what kind of underlying legal entity is registering the DBA.
Sole Proprietorships and Partnerships register their trade names with the County Clerk in the county where the DBA has its principal place of business. The form must be downloaded, filled out, signed, and notarized, and mailed back or carried over to the clerk's office. There is a $50 filing fee, but there will be an upcharge if the form is not notarized.
All other legal business entities register an alternate name with the New Jersey Treasury Department. These include corporations, LLCs, LPs, and foreign corporations. There is a $50 filing fee to register with the state. Expedited processing is available for an upcharge.
LLPs cannot register an alternate name in New Jersey.
What To Expect on the Registration Form
The registration form is detail-intensive, so have all of your business information available before you start. You will be asked, among other things, for:
- The assumed business name of the DBA
- The registration number of the DBA
- Principal business address of the DBA
- Names, addresses, and email addresses of individuals with an interest in the business
- Names and addresses of legal entities with an interest in the business
- Counties in which business is conducted
- Contact information
- $50 filing fee.
Register the name before you use it. Otherwise, the state charges an additional $50 per year that the name is in use and not registered.
Step V: After You Register: Managing Your DBA
Your DBA registration is good for five years from the date of registration. After that, it can be renewed for successive five-year periods. The renewal is accomplished online or by filling out and submitting Form C-150R, which can be downloaded on the same page. Renewals may be submitted up to three months early. There will be a renewal fee of $50.
After You Register: DBAs and Tax Identification
A sole proprietorship DBA can use the owner's Social Security Number for tax purposes. In some cases, a partnership can do the same. They do not have to obtain a Federal Employee Identification Number (EIN). Your accountant will be able to walk you through this.
Any other type of company should have, use or obtain a business EIN. The DBA is not a separate business entity. That means that the DBA does not file taxes, and does not have to obtain its own tax identification numbers—federal or state. The DBA's income and employment taxes are paid by the underlying corporation. Again, this is a job for your accountant.
If the underlying company does not have a federal EIN, you will need to obtain one.
The underlying corporation will also need to file with the State of New Jersey for all potential taxation from the DBA. If the DBA has employees, the underlying company or individual must register with the New Jersey Department of Labor and Workforce Development for unemployment insurance.
And again, you must renew your alternate name/ trade name status every five years.
Get Legal Help in New Jersey for Your DBA
Contact a New Jersey Business Formation attorney for professional legal advice in registering your New Jersey DBA.
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