Fictitious Names and Trade Names

By Maximilian J. Schenk, M.P.A., J.D., LL.M.

Fictitious Names and Trade Names

Fictitious names and trade names are names used in a business that are different from the legal name of a person or entity. The fictitious name usually follows a company's legal name by the words "doing business as" or "d/b/a" (e.g. Money Company, Inc. d/b/a Money).
The State of Florida mandates that the use of a fictitious name in a business within the State must be registered with Florida's Division of Corporations. Registration is simple and relatively inexpensive. Once registered, the fictitious name is valid for five (5) years and expires on December 31 of the fifth year. Renewals can be made in the fifth year and will be valid for additional five- (5-) year terms.
Important to understand is that the fictitious name does not grant the user any ownership or special rights in the fictitious name. Furthermore, registration is not exclusive, meaning others can use the same fictitious name in their trade. Instead, the main purpose of the registration is to inform the public of who is behind the name being used.
Failure to register a fictitious name (1) may result in criminal misdemeanor penalties against the company, (2) will prevent the company from being able to sue in the State of Florida, and (3) in certain cases involving a legal dispute with the company may result in the company's having to pay the other party's attorney's fees.
Although a fictitious name registration does not afford any protection to the user, companies should consider whether the fictitious name may be eligible for federal and state trademark or service mark protection. In making such a determination it is advisable to consult an attorney knowledgeable in intellectual property rights early on who can help determine what options are available.
This article is for informational purposes only and does not constitute legal or tax advise. Prior to deciding on a particular business entity, an attorney and tax advisor should be consulted to help determine which entity may be most suitable for any given enterprise.

Maximilian J. Schenk may be reached at 305 803 6244