DBA as a Sole Proprietorship in Massachusetts

By Laura Payet

DBA as a Sole Proprietorship in Massachusetts

By Laura Payet

A sole proprietorship is the simplest kind of entity to start. There are few to no formalities required to establish one, and the business has no legal existence separate from its owner. As a sole proprietor in Massachusetts, you do not need to register with the state unless your business designation is not the same as your legal, personal name.

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If you operate under a fictitious name, however—that is, one that isn't your own—legally you must file a DBA certificate with the city or town clerk where the company is located.

Fictitious Name

The term DBA stands for "doing business as," and it means that your entity operates under a name different from yours. For example, if you own a framing company called "Fancy Frames," that would be your DBA. One reason to do this is to create an identifiable brand that stands out to the public. Additionally, you typically must have one to open a business bank account.

Unlike a limited liability company (LLC) or a corporation, having an assumed name does separate your entity's existence. You as the owner remain personally liable for all the debts, and you continue to pay personal income tax on the company's profits.

Registering a DBA in Massachusetts

Massachusetts law requires any entity operating under a fictitious title to register as a DBA to protect consumers and provide information to the public. The certificate is a matter of public record and may be available via online databases or public records offices. Filing a certificate in Massachusetts is easy. Simply follow these three basic steps.

1. Choose your name.

Before you decide, search existing records to be sure it's not already in use, or likely to create confusion with an already existing one. Check the website for the Massachusetts Secretary of the Commonwealth to get started. You can also use the U.S. Patent and Trademark Office's TESS system to search for any trademarks with which it may conflict.

2. Obtain and fill out the form.

You can find it at the city clerk's office where your company is located. If you have multiple locations, you must file a certificate in every city or town. Generally, the certificate calls for you and your business's name and address. It must be signed before the city or town clerk, or a notary public.

3. Submit the completed certificate.

After you submit it and pay the applicable filing fee, your registration is effective for four years, after which you must renew it. You must pay an additional fee to change your name during the four-year period.

Once it is registered, you will use that name on all professional documentation going forward, including government filings, tax documents, bank accounts, licenses, and permits. You can use it to request a federal tax ID number (also called an "EIN," or Employer Identification Number), which you will need to open a business bank account.

If you operate as a sole proprietor in Massachusetts, it can be very beneficial for you to register a DBA. If you want to do so, ensure that you are aware of the requirements and filing fees associated with obtaining one in the state.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.