If a corporation, limited liability company or limited partnership already on file with the New York Department of State wishes to conduct activities under a name other than its true legal name, a certificate of assumed name, otherwise known as a “d/b/a,” which complies with Section 130 of the General Business Law, must be filed. All other entities, such as general partnerships, sole proprietorships and limited liability partnerships, file assumed name certificates directly with the county clerk in each county in which the entity will conduct or transact business.
Tips for Preparing Assumed Name Filings in New York
When preparing an assumed name filing, keep the following helpful hints in mind:
- The name of the entity filing
the assumed name must exactly match the name on file with the Department of State and the law of this state under which the entity was formed or authorized must be stated. If applicable, include the fictitious name the entity has agreed to use in New York. - Assumed names are not protected in New York and the same assumed name can be filed multiple times by different entities.
- The address of the entity’s principal place of business and the address of each location where business will be carried on or transacted under the assumed name must be set forth only in terms of a number and street, and city, state and zip code, with no “attention of” or “c/o” or reference to any person or entity.
- The county or counties in which the entity intends to do business under the assumed name must be stated.
- The fee for filing a certificate of assumed name is $25, however, the Department of State collects the following additional county clerk fees for each county in which a corporation intends to transact business:
- For each county within New York City (New York, Bronx, Queens, Kings and Richmond counties) ……$100
- For each county outside of New York City …... $25 - The certificate of assumed name must be signed by an officer of a corporation, a general partner of a limited partnership, a member or manager of a limited liability company and, in all cases, may also be signed by an authorized person or attorney-in-fact.
Keeping these important points in mind when preparing an assumed name filing in New York can minimize the possibility of rejection and help ensure a timely filing.
This article is provided for informational purposes only and should not be considered, or relied upon, as legal advice.
