Legal Question in Business Law in California

Proper Form of Corporate DBA on Printings

What is the proper form to indicate a company operating as the dba under a corporation? When is it proper to just use the dba in transacting company business? Do you always have to say XYZ Corporation dba 123 Studio or can you just say 123 Studio on your letterhead, contracts, checks and accounts?

Asked on 5/06/08, 8:53 am

2 Answers from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law
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Re: Proper Form of Corporate DBA on Printings

I'd say there's a strong preference among business attorneys to have thir clients disclose the corporate nature of the business prominently and often, but as you can tell from looking at the mail, not all do.

There are some situations where showing the full corporate name is required by law. I once had a winery client that was unhappy to find out that their rather prosaic corporate name had to be set forth in full on its labels to meet Federal requirements. Such requirements are few.

I'd say on contracts, absolutely, the full and proper corporate name should be printed; also on invitations to contract, such as purchase orders, quotations, order forms and the like. Salespersons' business cards and those of other officers and employees making initial public contacts probably should show the corporate name.

In addition to what's printed on a contract form, the business should be careful how the officers who sign the contract specify their capacity. I'd prefer the style "John Doe, as President of XYZ Inc, dba 123 Studio" or "XYZ, Inc. dba 123 Studio, by John Doe, President."

On checks, letterheads, bills and invoices, etc., I'd say comply with you bank's advice but also try to avoid a possibility of confusion.

The best defense against DBA and identity problems is to be properly registered with the clerk of your headquarters county.

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5/06/08, 1:49 pm
Daniel Harrison Berger Harrison, APC
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Re: Proper Form of Corporate DBA on Printings

Once you have complied with the fictitious business name requirements (and obtained approval from any applicable agencies licensing your type of work), you can use the dba name only. In contracts, however, I always prefer, out of an abundance of caution, to use the name of the corporation followed by the dba name (ZYZ Corp. dba 123 Studio). The reason is, in contracts, you always want to make absolutely clear that you are signing on behalf of a corporation rather than in some other capacity.

Let us know if we can of further help.

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5/06/08, 2:24 pm

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