My company name is Cheatham Consulting, LLC. I would like to only use Cheatham Consulting on letterhead, website, etc. Is this possible? Do I need to file for a DBA?
Limited Liability Company (LLC) Lawyer
In Arizona, an LLC could omit the letters "LLC" after its name on letterhead, signage, etc., but there is a risk in doing so. Arizona law does not require that the LLC always be used with the name. The main potential problem is the members of the LLC open themselves up to the argument in a lawsuit that the party that was dealing with the LLC was mislead into believing that the party was not dealing with an entity because the letterhead, signage, etc. did not include LLC after the name. In a worst case scenario, the result could be that the liability shield of the LLC that protects members from debts of the LLC could be disregarded and the members held liable for the LLC's debts.
If you do omit the LLC on your letterhead, make sure that all contracts always clearly state the name of the LLC followed by the letters LLC.
My response to your question(s) is not legal advice for your specific situation. My response discusses general legal concepts. The fact I responded to your question(s) does not create an attorney client relationship between you and me. Because I am licensed to practice law only in Arizona, my statements are general statements about Arizona LLC law rather than the law of any other state. The facts of your situation and the applicable federal and state law must be considered before taking action. I recommend that you contact an experienced attorney who is licensed to practice law in the jurisdiction that will govern your specific transaction and who has experience with the specific areas of law applicable to your situation.
In California, B&P Code 17900 states the purpose: “The filing of a fictitious business name is designed to make available to the public the identities of persons doing business under the fictitious name.” So if your LLC were doing business as Acme Consulting, a filing would clearly be necessary. What you propose to do would be to conceal from the public the fact that “Cheatham Consulting” is an LLC. This might permit the piercing of the veil, causing you to be personally liable for acts of the LLC, not a desirable situation. Hence I recommend that you file the dba form showing that “Cheatham Consulting” is a dba for “Cheatham Consulting, LLC.” Having done that, there would be no problem in California with your proposed practice of showing only “Cheatham Consulting” on your public docs. When filing a Fictitious Business Name statement, the California B & P Code Sec 17913 requires an LLC to disclose the name of the person using the dba as shown in the LLC’s Articles of Organization and the state of organization, i.e., the “LLC” must be listed in the name of the person conducting the business.
DISCLAIMER—This answer is for informational purposes only under the AVVO system, its terms and conditions. It discusses general legal principles, trends, and considerations and is not intended as specific legal advice regarding your question. Each state has different laws and the answer could be different if all the facts were known. Full evaluation of your legal situation would require personal consultation permitting an understanding of all the facts and circumstances. This answer does not establish an attorney client relationship.
(Bryant) Keith Martin
Estate Planning Attorney
Generally (at least in VA) you would need to file a DBA for the limited liability company. As noted in the prior comments, there is some risk associated with doing this since one could make a better argument for piercing the corporate veil, but since the DBA is a public record, I doubt that argument would hold water in a courtroom.
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DISCLAIMER: THE INFORMATION PRESENTED HERE IS GENERAL IN NATURE AND IS NOT INTENDED, NOR SHOULD IT BE CONSTRUED, AS LEGAL ADVICE. THIS POSTING DOES NOT CREATE ANY ATTORNEY-CLIENT RELATIONSHIP BETWEEN US. FOR SPECIFIC ADVICE ABOUT YOUR PARTICULAR SITUATION, CONSULT A QUALIFIED ATTORNEY.
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