Why does it matter if your trade name is not in the registered name for your business?
Anytime you are doing business in Minnesota and are not using the legal real and true name of each owner in the title of the business or using the full name of the legal entity (including LLC or Inc.), you must file an Assumed Business Name. Filing a certificate of assumed name (also commonly referred to as a “fictitious business name” or a “DBA”) enables an individual or entity to engage in business name that is different from their legal name. Failing to properly file for an assumed name could result in allegations of fraud or in the case of a limited liability company or corporation a finding that your personal liability is not protected, so it is particularly important to follow proper procedures with the Secretary of State’s Office.
How Do You file an assumed name or DBA?
The steps for completing the filing are set forth in Minnesota Statute 333.01, and the proper forms can be accessed at the Minnesota Secretary of State’s website. A small filing fee of $30.00 is required. After filing, you must publish the Certificate of Assumed Name with a qualified Legal Newspaper for two consecutive issues in the county where the principal place of business is located. After publication, the newspaper will return an affidavit of publication which should be retained by the business. If you don’t complete this step, your registration will be considered invalid. For a small fee, our office can complete these steps for you separately or as a part of preparing all of your entity filing documents for your limited liability company or corporation.
How Long is the DBA Certificate Good For?
An annual renewal is required once each calendar year. There is no charge for filing the annual renewal unless the assumed name is expired for failure to file an annual renewal, in which case there is a reinstatement fee.
Is this something new?
This requirement applies to any assumed name certificate filed after September 5, 2011. There is a “grandfather” clause for any assumed name certificate filed on or before September 5, 2011. Those certificates were good for 10 years. Assume name certificates which were filed before the September 5, 2011 dated are exempt from the annual renewal until the original ten-year term for that certificate expires. At that time these businesses will need to file annually.
Feel free to contact Bloomgren Hanson Legal for further assistance and to answer any other questions regarding your assumed name registration.