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FREQUENTLY ASKED QUESTIONS AND ANSWERS
Why do I need to file a DBA (Doing Business as
Assumed)?
The law requires that a sole proprietor or
co-partners file their business (other than the real name of the person)
at the county clerk’s office [MCL 445.1]. The law also requires that corporations, limited liability companies
and limited partnerships be filed with the State of Michigan. Therefore,
corporations shall not be filed with county clerks. The purpose of the law
is to place on public record the name of the person who is conducting or
transacting business under an assumed name.
Can I use any name I want?
There are a
number of regulations that apply when a company name is chosen. The
general rules governing names for corporations, nonprofit corporations,
limited liability companies, and limited partnerships only apply to those
entities. The Co-partnership Act and Fictitious Name Act require that the name of
a sole proprietorship or co-partnership cannot be the same or similar to a
name already on file with the county so as to cause confusion or
deception.
What if I do business in the next county?
When you file an assumed named as a sole proprietorship or
co-partnership, you have to file in each county in which you will be doing
business.
I filed in this county. What if the next county
has a business with the same name? Now what do I do?
If you
find that someone else is using the same name, then you need to do some
research to find out how long they have been using that name. If they have
been in business for a long time, you might want to change your assumed
name so there is no confusion to the public. Filing your business name
does not create substantive rights to the use of that name.
Can I use a different name in a second county
that I am doing business in?
If the business is a separate business with a different name, you would
file with the actual name under which you are doing business. However, if
you are doing business with the same name as in the first county, you
should file with the same name in the second county.
I need a DBA today for my bank, but my business
is incorporated. What should I do?
If you are incorporated, the
only place you should file an assumed
name is with the State of Michigan—the same as your Articles of
Incorporation. If you need the name to be filed quickly, you may file
using the new electronic filing system, MICH-ELF. The instructions and application for filing electronically can be found
on the State of
Michigan’s website, http://www.michigan.gov/dleg . When using MICH-ELF, your document
will be reviewed within 24 hours. The bank should not be advising
corporations to file at the county. You might suggest that the bank call
the State of Michigan Corporation and Securities Bureau at (517) 241-6470
for verification of this information.
If I am incorporated, can I file the business
name with the county and with the state? Example – Lakeshore
Painting, Inc. No. If you are incorporated, the only place you
should file an assumed name is with the State—the same as your Articles of
Incorporation. Filings at the county level are for sole proprietorships
and co-partnerships only.
Can I file to do a DBA today and when my attorney
has my corporation papers filed, can I dissolve the DBA?
You
can file a Reservation of Corporate Name with the State of Michigan to
hold your corporate name. If you are incorporated, the only place you
should file is with the State.
If I file a DBA in all 83 counties of Michigan,
will that protect my business name?
No. Filing your business
name does not create substantive rights to the
use of that name. This is the same whether it is a corporate name, limited
liability company name, limited partnership name, sole proprietorship name
or co-partnership name.
Can I file a DBA if I am less than 18 years old?
No. But can I be a partner in a DBA?
No. A person who is at least 18 years of age is an adult of legal age for
purposes of signing contracts.
Compiled by the Second District of the Michigan
Association of County Clerks and the Michigan Department of Consumer &
Industry Services.
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