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Welcome to our guide on how to register a business name in North Dakota! Whether you’re starting a new venture or expanding your existing business into this thriving state, registering your business name is a crucial legal step. North Dakota offers a streamlined registration process for various business structures, including LLCs, corporations, and “doing business as” names (DBAs). In this comprehensive guide, we’ll walk you through each step, ensuring a successful complaint registration.
For expert guidance and a hassle-free experience, consider partnering with ZenBusiness. Let’s embark on your entrepreneurial journey together and make your North Dakota business dreams a reality!
4 Steps to Register Your Business Name in North Dakota
Registering your business name in North Dakota is a fundamental step in establishing your presence in the Peace Garden State. To guide you through this process, we have outlined four straightforward steps to officially register your business name in North Dakota:
Step 1: Choose Your Business Structure in North Dakota
When embarking on a business venture in North Dakota, selecting the right business structure is crucial, as it impacts your business’s nature and future expansion goals. In North Dakota, there are several options for incorporated and unincorporated businesses, each with its operational considerations. Let’s explore these options in detail.
If you opt for a business structure that requires incorporation, such as the ones mentioned below, you will need to register your business with the North Dakota Secretary of State.
The simplest business structure in North Dakota is a sole proprietorship, where the owner and the business are considered one legal entity. As such, the owner is personally responsible for the business’s debts and liabilities. Establishing a sole proprietorship is straightforward, involving minimal legal and administrative requirements. While registering a sole proprietorship with the state isn’t mandatory, local permits or licenses might be necessary.
A general partnership is a business owned jointly by two or more individuals who share profits and losses. Each partner assumes personal liability for the business’s debts and legal obligations. In North Dakota, a general partnership does not require state registration, but it may be necessary to file a “North Dakota Assumed Name Certificate” (DBA) in the county where the business operates.
Limited Partnership (LP)
In North Dakota, a limited partnership consists of one or more general partners who manage the business and have unlimited personal liability, along with one or more limited partners who provide capital but have limited liability. To establish an LP in North Dakota, you must file a “Certificate of Limited Partnership” with the North Dakota Secretary of State.
Limited Liability Company (LLC)
An LLC is a flexible business structure that combines the liability protection of a corporation with the tax benefits and simplicity of a partnership. In North Dakota, you need to file an “Articles of Organization Limited Liability Company” with the North Dakota Secretary of State and create an Operating Agreement to define the company’s management and ownership structure.
A corporation is a distinct legal entity from its owners (shareholders) that offers limited liability protection. In North Dakota, there are two types of corporations: C-corporations and S-corporations.
To establish a corporation in North Dakota, you must file either “Articles of Incorporation For-Profit Corporation” or “Articles of Incorporation Nonprofit Corporation” with the North Dakota Secretary of State, depending on your business’s nature. Corporations involve additional formalities, such as creating bylaws, issuing stock, and conducting regular board and shareholder meetings.
It’s essential to select the most suitable business structure in North Dakota based on your specific requirements, taking into account factors like liability protection, taxation, and management needs. If needed, seek guidance from a legal or business professional to make an informed decision.
Step 2: Select a Unique Business Name in North Dakota
Once you’ve determined the appropriate business structure, the next crucial step in registering your business in North Dakota is selecting a unique and compliant business name. The state has specific regulations for naming businesses, offering three main options for naming your entity: registering a legal entity name, obtaining a trademark, or operating under a different name with a registered DBA (Doing Business As) certificate.
Understanding these options will help ensure your business name remains exclusive and legally protected.
Legal Entity Name
When registering your business in North Dakota, it’s mandatory to have a distinctive legal entity name that serves as the official identifier for your company. The name should be unique, ensuring no other business shares the same name.
It’s crucial to adhere to naming laws, including the appropriate use of company suffixes (e.g., LLC, LP, Corp) and accurately reflecting the type of business being registered. To check the availability of your desired name, use the North Dakota Secretary of State’s online database.
A trademark provides essential intellectual property protection for your business name or logo on a national level. Registering a trademark safeguards your name or logo, granting you exclusive rights and preventing others from using a similar name or logo for similar goods or services.
Conduct a thorough search in the USPTO database to ensure your desired trademark isn’t already registered. It’s important to note that obtaining a trademark does not automatically grant unrestricted usage of the name or logo in all circumstances.
Doing Business As (DBA) Name
North Dakota allows businesses to operate under a different name through a Doing Business As (DBA) certificate. With a DBA, you can register your business under an official name while operating under a different one. To establish a DBA, file an Assumed Name Certificate with the county clerk’s office in the county where your business is located. While DBAs are subject to federal trademark laws, uniqueness at the state level isn’t a requirement.
Consider the unique needs and circumstances of your business when choosing a naming option. You may decide to follow all three routes to ensure comprehensive protection, or you can opt for a single option that aligns best with your goals. Using the same name across all registration methods is often a wise and logical choice.
By understanding these naming options and adhering to North Dakota’s specific requirements, you can confidently register your business name, ensuring brand identity protection and legal compliance.
Step 3: Check Business Name Availability in North Dakota
Before proceeding with the registration of your business, it’s crucial to ensure that the desired name is available for use. In some cases, the name you have in mind might already be in use by another business in North Dakota. To conduct a thorough search for business name availability, follow these three essential steps:
The initial step involves checking for any federal trademarks registered with your preferred business name. Federal trademarks take precedence over state-level registrations, so it’s essential to ensure that your desired name isn’t already trademarked. If it’s, you will need to come up with an alternative business name.
To perform a federal trademark search, access the U.S. Patent and Trademark Office (USPTO) website and utilize the TESS Search tool.
North Dakota Business Name Search
Once you have confirmed that your name isn’t trademarked, the next step is to verify its availability within North Dakota. Utilize the North Dakota Business Search tool to look for registered business names in the state.
During this search, check not only for the exact availability of your business name but also ensure there are no significantly similar names being used by other businesses.
Website Domain Search
In addition to the previous checks, it’s prudent to conduct a search for the availability of the .com version of your business name. Even if you don’t currently plan to build a website, registering the .com domain can prevent others from acquiring it and causing potential confusion for your business.
Registering the .com version of your business name with ZenBusiness ensures exclusive rights to the website name, safeguarding it from potential use by others. With ZenBusiness, you can secure your domain name affordably, offering valuable protection for your business identity.
By performing these three types of searches, you can confidently proceed with the registration of your business name, knowing that it’s both legally available and distinguishable in North Dakota’s market.
Step 4: Form Your Business With the State of North Dakota
Once you have decided on your business structure and chosen a name, the next step is to officially register your business with the State of North Dakota.
For a North Dakota LLC, you will need to submit the Articles of Organization to the North Dakota Secretary of State. The application can be completed online. Similarly, if you have opted for a North Dakota corporation, you must file the Articles of Incorporation with the North Dakota Secretary of State.
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Protect Your Business Name With a Trademark
After confirming the availability of your business name and securing it, you may consider obtaining a trademark for added protection. The trademark application typically costs between $225 to $400, and you might incur attorney fees as well. Additionally, there will be a renewal fee every ten years.
While this step can be costly for start-ups or small businesses, it provides nationwide brand protection under federal law. This means that if others attempt to use a similar name, you will have legal grounds to defend your brand. For most small businesses planning to operate locally, obtaining a trademark may not be necessary.
How to File a North Dakota Fictitious Name – DBA?
To file a North Dakota Fictitious Name (DBA), follow these steps:
- Choose a Name: Select the fictitious name you want to use for your business
- Search Availability: Check the North Dakota Secretary of State’s website to ensure that the name is available and not already in use
- Download Form: Obtain the “Certificate of Assumed Business Name” from the North Dakota Secretary of State’s website
- Complete the Form: Fill out the required information on the form, including your chosen fictitious name, your business address, and other relevant details
- Notarize the Form: The form must be notarized before submission. Visit a notary public to get the form notarized
- Submit the Form: Mail the completed and notarized form to the North Dakota Secretary of State’s office. Include the appropriate filing fee
- Wait for Confirmation: After processing your application, you will receive a confirmation that your North Dakota Fictitious Name (DBA) has been registered
Filing a DBA allows you to operate your business under a name other than your legal entity name (LLC, corporation, etc.). It’s essential for sole proprietorships and general partnerships that wish to use a different business name.
How to Change the Name of a North Dakota Business?
If you need to change the name of your business in North Dakota, there are two methods to do so: filing for a trade name or submitting an amendment to the legal name of your existing business.
The easier approach, especially for sole proprietorships, general partnerships, LLCs, and corporations, is to file for a trade name (also known as a “doing business as” or DBA name). This allows you to operate your business under a different name without altering the legal name.
A DBA name is particularly useful for LLCs and corporations as it lets them use brand names without including the required “LLC” or “Inc.” suffix in their legal name.
However, if you want to officially change the legal name of your LLC or corporation, the best option is to file an amendment. You can do this by submitting Articles of Amendment through the Secretary of State’s FirstStop web portal, along with the applicable filing fee.
Business Name Registration Laws in North Dakota
Here’s the information on business name registration laws in North Dakota:
- Business Structure Selection: Before registering a business name, you need to choose a legal structure for your business, such as a sole proprietorship, partnership, corporation, or limited liability company (LLC). The structure you choose will impact the registration process.
- Name Availability Search: Once you have a business structure in mind, you should perform a name availability search. This step ensures that your desired business name isn’t already in use by another business in North Dakota. You can conduct a search through the North Dakota Secretary of State’s website or by contacting their office directly.
- Trade Name Registration (DBA): If you’re operating your business under a name that’s different from your legal business name, you’ll need to register a Trade Name, also known as a “Doing Business As” (DBA) name. This registration is typically done with the county or local government where your business is located. It’s essential to verify the specific requirements with your local county clerk’s office.
- Registering a Corporation or LLC: If you plan to register your business as a corporation or LLC, you will need to file the necessary formation documents with the North Dakota Secretary of State’s office. This process involves submitting the Articles of Incorporation (for corporations) or Articles of Organization (for LLCs) along with the required filing fees.
- Registered Agent: In North Dakota, corporations and LLCs are required to appoint a registered agent. The registered agent is responsible for receiving official correspondence and legal documents on behalf of the business.
- Business Licenses and Permits: Depending on the nature of your business, you may need to obtain specific licenses or permits to operate legally in North Dakota. The requirements vary by industry and location. Contact the North Dakota Department of Commerce or the appropriate licensing agencies to determine the necessary permits for your business.
- Federal Employer Identification Number (EIN): If your business hires employees or operates as a corporation or partnership, you will need to obtain an Employer Identification Number (EIN) from the Internal Revenue Service (IRS).
It’s important to note that business regulations and laws can change over time, so it’s essential to consult official sources or legal professionals for the most up-to-date information regarding business name registration in North Dakota. The North Dakota Secretary of State’s website is a reliable resource for detailed information and forms related to business registration.
Bottom Line on How to Register a Business Name in North Dakota
In conclusion, registering a business name in North Dakota sets the stage for a promising venture in the Peace Garden State. By carefully selecting a business structure and a distinctive name, navigating the required registrations, and considering additional protection through trademarks or a DBA name, you pave the way for a successful entrepreneurial journey.
Leveraging the services of professional providers like ZenBusiness can offer valuable guidance throughout the registration process, streamlining your path to success in North Dakota. With dedication and enthusiasm, your registered business name is poised to make a significant impact in this flourishing state.
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