There are dozens of decisions to make when you start a business, but one of the most important ones is your business name. Some might even say that it’s harder than naming a baby. After all, the government doesn’t give “rules” about what you can name your children. They do give rules for business names.
Thanks to those legal regulations, fictitious business names are one type of business name that can get a bit confusing. So if you’re wondering what a fictitious business name is, if you need one, or how you can get one, you’re in the right place. In this guide, we’ll cover all the essentials to Rhode Island fictitious business names so you don’t have to sort through the legal jargon and focus on what really counts: your business.
Keep in mind that filing a trade name will not give your business protection through the corporate veil like an LLC will. If this is something you want or need, don't fret, there are many good LLC services in RI that can help you take care of the paperwork.
What is a Rhode Island Fictitious Business Name?
A fictitious business name—often called a DBA or assumed name or trade name—is a type of business name. More specifically, it’s a fake name used by a business, much like you might use a nickname around family and friends.
A bit more technically, a fictitious business name differs from the business’s legal name. Here’s where it becomes important to note what kind of entity you’re running.
For example, let’s say Lauren Smith operates as a sole proprietorship. From a legal standpoint, her business is indistinct from her own person. So her business’s legal name is, well…Lauren Smith. Not many people want to call their business by their own name.
Lauren sells handmade baby clothes, so she decides to name her shop “Sew Sweet Creations.” Unless she incorporates as an LLC or corporation, she’d be using a fictitious business name. Because of this scenario, fictitious business names are most commonly used by unincorporated entities.
That said, many corporations and LLCs also choose to use fictitious business names. For example, a local restaurant, “Becky’s Bistro,” might want to expand across their county, with a slightly different name for each location. Instead of creating a new LLC for the new locations, Becky might get a fictitious business name for it. Corporations might do something similar for new product lines, too.
But that’s fictitious business names in a nutshell!
Is fictitious business name registration required in Rhode Island?
Rhode Island, like many states, requires you to register a fictitious business name if you intend to use one. Thankfully, registration is pretty simple.
Unlike many states, though, Rhode Island does not allow there to be multiple iterations of the same name一regardless of whether that’s a business’s legal name or a fictitious business name. Rhode Island requires all names to be “distinguishable on the record.” Long story short, once you register your name, all other businesses must make their names different from yours. So in a sense, registering gets you exclusive rights to your name. Even if Rhode Island didn’t require registration, we’d recommend it for that reason alone.
Benefits to Registering a Rhode Island Fictitious Business Name
There are several benefits to registering a fictitious business name. Like we’ve just mentioned, one of the biggest benefits is that you’ll have exclusive rights to that fictitious business name. Once you’ve registered, no one else in Rhode Island can use it. This doesn’t apply to businesses in other states, of course, but while you’re just starting out, there’s a lot of peace of mind knowing that no one else in Rhode Island has a name like yours. And as an added plus, registration adds your name to the public record, which keeps everyone aware of who’s doing business under a given name. That kind of transparency is a good thing.
One benefit you might not think of right away is that a fictitious business name allows you to get a business bank account in that name. This isn’t a necessity for many entrepreneurs, but from an accounting standpoint, it’s really helpful. You can keep all your “business funds” in one place, separate from your personal funds. That’s a good habit to start from the get-go (especially if you ever intend to become an incorporated entity later).
On a similar note, a fictitious business name gives your customers peace of mind. It’s not uncommon for customers to write checks, right? Without a fictitious business name, they’d write the check to you personally. Some people are leery about that. But thanks to a business bank account, Lauren can tell her customers to make their checks out to “Sew Sweet Creations.” It’s just a psychological thing, but a fictitious business name gives your business an extra layer of legitimacy.
Register your Rhode Island Fictitious Business Name in 2 Steps
1. Check that your fictitious business name doesn’t infringe on any legally protected names.
Before you register a fictitious business name, you have to do your homework to ensure that you actually have clearance to use that name. Here are a few of the names you cannot use:
- Names that are already in use as the legal names of any corporations, LLCs, and other protected entities in Rhode Island
- Names that have already been registered as fictitious business names in Rhode Island
- Names that have been reserved for future use as the legal names of corporations or LLCs
- Names that are protected by U.S. trademark law
The Rhode Island Department of State will automatically reject your fictitious business name if it infringes on other names registered in the state. They won’t check the U.S. Patent and Trademark Office’s database for you. That’s why it’s important to complete a few different searches.
First, you’ll need to run an Entity Search. This is your way to check the state database for any exact matches to your fictitious business name. As a general rule, if you search your desired fictitious business name and the tool pulls up any matches, you’ll need to change your name.
Resource: Need help with the Entity Search? Check out our full name search guide here.
Next, we recommend searching the U.S. Patent and Trademark Office’s trademark database. Even though trademarks are usually regarded as visuals or logos, any names and text included within those visuals are nationally protected. That means no other names or visuals in the entire United States can’t be the same or similar as a trademarked name.
There are plenty of examples of different small businesses being taken to court for infringing on the name of large international chains, but we won’t get into them. Just rest assured that you’ll be doing yourself a big favor by ensuring that your name is completely unique.
Another optional search is just your tried-and-true Google search. This won’t give you any systematic, organized results like what you’d get from the Entity Search. But it will give you insight into names being used everywhere.
For example, you might find that your desired name is being used by another business in a neighboring state. That’s fine as long as the name isn’t trademarked and you intend to run business exclusively in Rhode Island. But if you have any aspirations of expanding into other states, you’ll want to know what names are in use there.
2. File the appropriate fictitious business name application.
In Rhode Island, the actual process of registering your fictitious business name is pretty simple. All you have to do is download and file the Fictitious Business Name Statement. This two-page form requests some basic information about your business, such as your business’s legal name, your street address, the nature of your business, and of course, the name you’re hoping to use. If you want to register more than one fictitious name at this time, you can do so.
There is a $50 fee for this registration. Once it’s complete, your fictitious business name is yours to use for as long as you need it; fictitious business names do not expire.
Other Considerations for Your Fictitious Business Name
Now that you’re a proud owner of a Rhode Island fictitious business name, there are a couple things to keep in mind.
Most importantly, you should note that a fictitious business name does not give you any personal asset protection. That’s a perk that comes with incorporating your business, such as forming an LLC or corporation.
If you already are (or you’re thinking about forming) an LLC or a corporation, then you get personal asset protection and even privacy through a registered agent service. This means that if something ever goes wrong with your business, your personal belongings—your car, your house, your personal savings account—are protected. Creditors or legal plaintiffs cannot touch them.
That protection is not available to unincorporated entities like partnerships or sole proprietorships. Moreover, applying for a fictitious business name does not grant you that protection. In these cases, if something went wrong with your business, you’d have to pay any debts out of personal funds. So please don’t rely on a fictitious business name for those protections.
Next, keep in mind that registering a fictitious business name doesn’t prevent businesses in other states from using that name. The same applies for business’s legal names, too. We won’t get too technical with this, but each state governs its own businesses with no effect on businesses in other states. So as a businessperson in Rhode Island, you’ll follow Rhode Island law and federal (national) law for businesses. Connecticut, for example, has no jurisdiction over your business unless you choose to expand into Connecticut. This affects business names, too.
If you want to protect your fictitious business name or legal name outside of Rhode Island, you do have options. Foremost among them is applying for a trademark with USPTO. If that’s something you’re interested in, we recommend seeking additional legal counsel. Trademarks are a very complicated (and expensive) process, and a lawyer will help you conquer every aspect of the application.
Fictitious business names might sound a bit complicated, but they don’t have to be. As long as you follow the proper state guidelines, it’s actually as simple as filling out the form and paying the filing fee. Hopefully this guide has taken away some of the guesswork to Rhode Island fictitious business names.
If you decide that forming an actual entity is right for you, we recommend forming a Rhode Island LLC for most small businesses and entrepreneurs. You can either register it yourself or hire a RI LLC filing service.