The Skinny on Working Under an Assumed Name

There are many reasons for having a corporate (LLC, LLP, etc) name that is too unique or not reflective of your core service offering, or any number of reasons why you might want to work under an assumed name. If so, go for it! Just keep in mind some basic rules related to working under one or more assumed names (commonly known as a dba).

Basic Rules of Working Under an Assumed Name

1. Unless you are sole proprietor (in which case we need to talk), you are required to file an assumed name certificate with the Texas Secretary of State. Tex. Bus. & Com Code § lists the requirements for a proper dba filing. You can, but are not required to use TX SOS form 503.

2. For all but a sole proprietor, filing in your local county is no longer required, although it’s not prohibited. If you’re a sole proprietor, the only place you can file is on a county-by-county basis.

3. The assumed name certificates are “good for” up to 10 years and can be renewed as often as you’d like. Renewals should be filed at least 6 months prior to the certificate’s expiration.

4. Businesses that fail to have a proper dba on file where required can still defend themselves in a lawsuit, but any affirmative claims (as a plaintiff or via a counterclaim, etc) can be dismissed. The good news is that as soon as the filing defect is corrected you can continue forward with your claim.

5. You can file suit in your corporate or dba name, depending generally on what name you contracted under. When in doubt, it’s usually safest to file suit in the corporate name dba the assumed name. If nothing else, that route generally saves confusion among the parties.

6. There are rules relating to having deceptively similar names that apply to and cannot be skirted via the use of a dba. In other words, you’re not allowed to create an LLC or dba whose name is deceptively similar to another entity. In addition, creating a dba is not a substitute for trademarking your business name if you believe it is sufficiently unique and valuable to do so.

Conclusion

As with all things legal, the devil is in the details so always consult legal counsel to ensure you are following all applicable rules. And, of course, we’re not offering anyone specific legal advice – this information is provided for educational purposes only.

Karen Ensley 

Ensley Benitez Law, PC 

8140 Walnut Hill Lane, Ste. 835 

Dallas, Texas 75231 

817-538-6894 

karen@eblawtexas.com 

© Karen Ensley and Brian Benitez, Ensley Benitez Law, PC, 2022. All rights reserved. This article is provided for educational reasons exclusively and is not meant to be construed as legal advice. Ensley Benitez Law, PC, will represent you only after being retained and that agreement is made in writing. 

Leave a Reply