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What is a Fictitious Business Name Statement?
A “fictitious business name” has been defined as “[a] business name that DOES NOT include the surname of the individual owner, AND EACH of the partners or the nature of the business is not clearly evident by the name.” Fictitious Business Names, Ernst J. Dronenburg, Jr., Assessor/Reorder/County Clerk, County of San Diego. California Business and Professions Code Section 17900(b)(1)defines a “fictitious business name” for an individual as: “a name that does not include the surname of the individual or a name that suggests the existence of additional owners…” For a partnership (other than a limited partnership) a fictitious business name “is a name that does not include the surname of each general partner or a name that suggests the existence of additional owners” (See Section 17900(b)(2)), a corporation “any name other than the corporate name stated in its articles of incorporation…” (See Section 17900(b)(3)). Sections 17900(b)(4)-(5) contain similar definitions for limited partnerships and limited liability companies. Essentially a fictitious business name is any name suggesting the existence of more than one owner.
Pursuant to California Business and Professions Code Section 17910, “[e]very person who regularly transacts business in [California] for profit under a fictitious business name shall…[f]ile a fictitious business name statement…not later than 40 days from the time the registrant commences to transact such business.”
So, what exactly is a fictitious business statement? A fictitious business name statement is a document every entity must file if it intends to transact business under a fictitious business name. The form and content of the document is set forth in California Business and Professions Code Section 17913 which requires that it be filed with the County Clerk in each California County in which the fictitious business name is used. California Business and Professions Code Section 17915.Once recorded with the County Clerk (generally the County Recorder’s Office), the “registrant must then publish the statement “in a newspaper of general circulation” for a specified number of days.” Once filed the Fictitious Business Name Statement expires after a period of five years from the date on which it was recorded, at which time it may be renewed.
Each business and business entity is unique. To understand the different options and which direction will be best for your situation, you need to consult with an experienced corporate attorney. Michael Leonard, Esq. of San Diego Corporate Law, named “Best of the Bar” by the San Diego Business Journal in 2016, has the expertise to guide you through everything from forming your business, to creating buy-sell agreements, to executing contracts, and anything in between. To schedule a consultation to discuss any business-related matter, please contact Mr. Leonard by visiting San Diego Corporate Law or by telephone at (858) 483‑9200.
