A DBA (“doing business as”) is a name a business uses other than its own legal name. In Massachusetts, it’s registered with a business certificate filed with the city or town clerk. Here’s when you need one, what it does and doesn’t do, and what happens if you skip it.
When do you need a DBA in Massachusetts?
Under G.L. c. 110, § 5, anyone conducting business under a name other than their real name must file a business certificate with the clerk of every city or town where the business has an office. The rule applies whether you work alone or in a partnership. Some common examples:
- Sole proprietors using a trade name. If Jane Smith runs “Smith Home Repair” or “North Shore Painting,” she needs a certificate.
- Partnerships using a name that doesn’t include the true surname of a partner.
- LLCs and corporations using a different name. A company registered with the Secretary of the Commonwealth doesn’t need a certificate to do business under its exact registered name. If “Joe’s Car Wash, LLC” wants to sell ice cream as “Joe’s Ice Cream,” it does (§ 6).
The certificate is signed under oath, lists the name and residence of each person conducting the business, the business address, and the name being used. Check with your city or town clerk for its forms and fee.
Why use a DBA?
To brand a new line of business
A company isn’t limited to the activity its name suggests. Unless its organizing documents restrict its purpose, an LLC or corporation can generally carry on any lawful business. A DBA lets it do that under a name that fits, while legally tying the new name back to the company. Anyone who needs to serve papers or collect a debt can trace the trade name to the company behind it.
To open accounts and get paid in the business name
A common problem for new sole proprietors: they build a brand, then find the bank won’t open an account or accept checks in that name because no business certificate is on file. Filing first avoids that.
What a DBA does not do
A DBA does not create a separate legal entity, and it gives no liability protection. A sole proprietor or partnership operating under a trade name is still personally responsible for the business’s debts and lawsuits, and personal assets are at risk. Liability protection comes from the underlying structure, such as an LLC or a corporation, properly formed and maintained. If a business is operating without either, it’s a sole proprietorship or general partnership by default.
Renewals, changes and penalties
- Renew every four years. A business certificate is in effect for four years and lapses unless renewed.
- File changes. If you move the business, change your residence, or stop doing business under the name, file a statement with the clerk.
- Keep copies available. Copies must be available at the business address for customers who ask.
- Fines. Violations can be punished by a fine of up to $300 for each month the violation continues.
If you’re closing a business, remember to cancel any business certificate so filing obligations stop.
Not sure whether you need a DBA, or whether your business needs an LLC instead? Call 978-273-8337 or contact our office.
About the Author
Richard Alan Gaudet, Esq. is a Massachusetts attorney at the Law Offices of Richard Alan Gaudet, LLC in Middleton, Massachusetts, who advises business owners on forming and operating Massachusetts businesses. His practice focuses on professional license defense, business law and litigation, family law, and landlord representation, serving clients across Northern, Eastern, and Central Massachusetts. Reach him at 978-273-8337 or rgaudet@gaudetlawoffice.com. Office: 35 Village Rd., Ste 100, Middleton, MA 01949.
ABOUT THIS ARTICLE
This article was prepared by a Massachusetts attorney and is provided solely for general informational and educational purposes directed to members of the general public. It does not constitute legal advice and does not create an attorney-client relationship. The law applicable to any particular situation depends on the specific facts and circumstances of that matter. Readers are encouraged to seek the advice of a licensed Massachusetts attorney before taking any action.
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Business & Corporate Law in Massachusetts →
