Doing business as

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A trade name, trading name, or business name, is a pseudonym used by companies that do not operate under their registered company name. The term for this type of alternative name is a "fictitious" business name. Registering the fictitious name with a relevant government body is often required.

In a number of countries, the phrase "trading as" (abbreviated to t/a) is used to designate a trade name. In the United States, the phrase "doing business as" (abbreviated to DBA, dba, d.b.a., or d/b/a) is used,[1] among others, such as assumed business name[2] or fictitious business name.[3] In Canada, "operating as" (abbreviated to o/a) and "trading as" are used, although "doing business as" is also sometimes used.[4]

A company typically uses a trade name to conduct business using a simpler name rather than using their formal and often lengthier name. Trade names are also used when a preferred name cannot be registered, often because it may already be registered or is too similar to a name that is already registered.

Arts, entertainment, and media

  • Trade (film), a 2007 film produced by Roland Emmerich and Rosilyn Heller
  • Trade design
  • Trade, a Collectible card game A collectible card game (CCG), also called a trading card game (TCG) among other names,[note 1] is a type of card game that mixes strategic deck building elements with features of trading cards,[2] introduced with Magic: The Gathering in 1993.
  • Trade, in collective card games, is an in-game exchange of cards that doesn't produce card advantage
  • Trade paperback (comics), a collection of stories originally published in comic books
  • Trade magazine (also called a trade journal, or trade paper, trade publication, or trade rag), is a magazine or newspaper whose target audience is people who work in a particular trade or industry; the collective term for this area of publishing is the trade press

Occupations and industries

  • Trade, or craft, traditional blue and grey collar occupations requiring manual skills and specialized knowledge
  • Trade fair (also called an expo or a trade exhibition, or trade show), an exhibition organized so that companies in a specific industry can showcase and demonstrate their latest products and services, meet with industry partners and customers, study activities of rivals, and examine recent market trends and opportunities
  • Design A designer is a person who plans the form or structure of something before it is made, by preparing drawings or plans. In practice, anyone who creates tangible or intangible objects, products, processes, laws, games, graphics, services, or experiences can be referred to as a designer.
  • Art An artist is a person engaged in an activity related to creating art, practicing the arts, or demonstrating an art. The common usage in both everyday speech and academic discourse refers to a practitioner in the visual arts only. However, the term is also often used in the entertainment business, especially in a business context, for musicians and other performers (although less often for actors). "Artiste" (French for artist) is a variant used in English in this context, but this use has become rare. Use of the term "artist" to describe writers is valid, but less common, and mostly restricted to contexts like used in criticism.
  • Trade guild, an association of artisans or merchants who oversee the practice of their craft/trade in a particular area

Legal aspects

Using one (or more) fictitious business name(s) does not create one (or more) separate legal entities.[1] The distinction between a registered legal name and a fictitious business name, or trade name, is important because fictitious business names do not always identify the entity that is legally responsible.

Legal agreements (such as contracts) are normally made using the registered legal name of the business. If a corporation fails to consistently adhere to such important legal formalities like using its registered legal name in contracts, it may be subject to piercing of the corporate veil.[5]

In English, trade names are generally treated as proper nouns.[6]

By country

Canada

In some Canadian jurisdictions, such as Ontario, when a businessperson writes a trade name on a contract, invoice, or cheque, he or she must also add the legal name of the business.[7]

Numbered companies will very often operate as something other than their legal name, which is unrecognizable to the public.

United States

A minority of U.S. states, including Washington, still use the term trade name to refer to "doing business as" (DBA) names;[8] In most U.S. states now, DBAs are officially referred to using other terms; almost half of states, like New York and Oregon, use the term Assumed Business Name or Assumed Name;[9][10] nearly as many, like Pennsylvania, use the term Fictitious Name.[11]

For consumer protection purposes, many U.S. jurisdictions require businesses operating with fictitious names to file a DBA statement, though names including the first and last name of the owner may be accepted.[12] This also reduces the possibility of two local businesses operating under the same name, although some jurisdictions do not provide exclusivity for a name, or may allow more than one party to register the same name. Note, though, that this is not a substitute for filing a trademark application. A DBA filing carries no legal weight in establishing trademark rights.[13] In the U.S., trademark rights are acquired by use in commerce, but there can be substantial benefits to filing a trademark application.[14] Sole proprietors are the most common users of DBAs. Sole proprietors are individual business owners who run their businesses themselves. Since most people in these circumstances use a business name other than their own name,[citation needed] it is often necessary for them to get DBAs.

Generally, a DBA must be registered with a local or state government, or both, depending on the jurisdiction. For example, California, Texas, and Virginia require a DBA to be registered with each county (or independent city in the case of Virginia) where the owner does business. Maryland and Colorado have DBAs registered with a state agency. Virginia also requires corporations and LLCs to file a copy of their registration with the county or city to be registered with the State Corporation Commission.

DBA statements are often used in conjunction with a franchise. The franchisee will have a legal name under which it may sue and be sued but will conduct business under the franchiser's brand name (which the public would recognize). A typical real-world example can be found in well-known pricing mistake case, Donovan v. RRL Corp., 26 Cal. 4th 261 (2001), where the named defendant, RRL Corporation, was a Lexus car dealership doing business as "Lexus of Westminster", but remaining a separate legal entity from Lexus, a division of Toyota Motor Sales, U.S.A., Inc.

In California, filing a DBA statement also requires that a notice of the fictitious name be published in local newspapers for some set period of time to inform the public of the owner's intent to operate under an assumed name. The intention of the law is to protect the public from fraud, by compelling the business owner to first file or register his fictitious business name with the county clerk, and then make a further public record of it by publishing it in a newspaper.[15] Several other states, such as Illinois, require print notices as well.[16]

References

  1. 1.0 1.1 Pinkerton's, Inc. v. Superior Court Archived December 30, 2016, at the Wayback Machine., 49 Cal. App. 4th 1342, 1348-49, 57 Cal. Rptr. 2d 356, 360 (1996) (collecting cases and explaining term of art "doing business as" (DBA)).
  2. "Search". SOSNC.gov. North Carolina Secretary of State. 2018. https://www.sosnc.gov/search/index/corp. 
  3. California Business and Professions Code Section 17900 Archived August 2, 2019, at the Wayback Machine. et seq.
  4. "Business Registration". BusinessRegistration.ca. 2015. https://businessregistration.ca/business-registration/. 
  5. Plimpton, Laura (2007). Business Contracts: Turn Any Business Contract to Your Advantage. Irvine: Entrepreneur Press. p. 7. ISBN 9781613081303. https://www.google.com/books/edition/Business_Contracts/hrviRzYuY5oC?hl=en&gbpv=1&pg=PA7&printsec=frontcover. 
  6. Gary Blake and Robert W. Bly, The Elements of Technical Writing, pg. 57. New York: Macmillan Publishers, 1993. ISBN 0020130856
  7. Template:Cite canlaw
  8. Washington State Department of Licensing FAQ: Trade name registration Archived June 6, 2013, at the Wayback Machine.
  9. "NYS Division of Corporations, State Records and UCC". Dos.ny.gov. 2014-11-07. https://www.dos.ny.gov/corps/assdnmins.html. 
  10. Oregon Registering Your Business Name FAQ Archived May 5, 2021, at the Wayback Machine. from the Oregon Secretary of State
  11. "Fictitious Names". Dos.pa.gov. https://www.dos.pa.gov/BusinessCharities/Business/Resources/Pages/Fictitious-Names.aspx. 
  12. "Doing Business As: What Is It and Do You Need It?; Freshbooks Blog May 7, 2013". 2019-12-06. http://www.freshbooks.com/blog/2013/05/07/doing-business-as/. 
  13. "Protecting Your Trademark". booklet. US Patent and Trademark Office. http://www.uspto.gov/trademarks/basics/BasicFacts.pdf. 
  14. Hanson, Mary. "Corporate Names, Trade Names, Trademarks, and Fictitious Names". The Business Advisor. http://bizadvisor.com/NamesTrademarks.htm. 
  15. "Publication Requirements For DBA in Los Angeles". http://www.signaturefiling.com/blog/dba-filing-county/los-angeles-dba-filing/. 
  16. "805 ILCS 405/ Assumed Business Name Act." (in en). http://www.ilga.gov/legislation/ilcs/ilcs3.asp?ActID=2299&ChapterID=65.