Download: Fictitious Name  (DSCB: 54-311)

Generally, any sole proprietorship, partnership, corporation, or other form of association that conducts any business under an assumed or fictitious business name must register this name with the Pennsylvania Department of State. A fictitious name is any assumed name, style or designation other than the proper name of the entity using such name. These types of entities include any association, general partnership, syndicate, joint venture or similar combination of groups of persons. Certain entities need not make a fictitious name filing, contact the Corporation Bureau for details.

The surname of a person, standing alone or coupled with words that describe the business, is not a fictitious business name and need not be registered. For example, "Jones Radio Repair" would not be a fictitious name because it includes the last name of the owner. However, "Bill's Radio Repair" is considered to be a fictitious business name because the owner's last name is not listed.

The inclusion of words that suggest additional owners, such as Company, & Company, & Sons, & Associates, makes the name an assumed or fictitious name.  For partnerships, the last name of all partners must be listed or the fictitious name rule applies. For example, if "Moore, Johnson, & Smith" includes all three partners' names, it is not considered to be a fictitious business name. If all the partners' names are not included, then the name must be registered with the Pennsylvania Department of State.

To register an assumed or fictitious business name, you must file form DSCB:54-311 with the Corporation Bureau in the Pennsylvania Department of State. After registering a fictitious name, you will be required to place an advertisement in a newspaper of general circulation in the county in which your business will be located and one in a legal publication or newspaper in that same county. You can identify the legal publication by contacting the county courthouse or county bar association in the county where the principal office is located. The Pennsylvania Department of State's Corporation Bureau can also assist you.

The penalty for failing to file a fictitious name registration is that the unregistered entity may not use the courts of Pennsylvania to enforce a contract entered into using the fictitious name. The failure to register the fictitious name does not void the contract, but merely prevents such enforcement until registration. The court also has the option of imposing a $500 penalty in these instances where the entity seeks to enforce the contract and subsequently registers the fictitious name in an untimely manner.

Download: Fictitious Name  (DSCB: 54-311)