Updated February, 2012
Please note that the Erie County Clerk, CHRISTOPHER L. JACOBS, recommends that you consult with an attorney prior to filing these forms in the Clerk’s Office.
New York State Business Law Section 130 prohibits anyone from doing business under a name other than his / her own or as a partnership unless an Assumed Name Certificate is filed in the Clerk's Office. These certificates are also referred to as "Doing Business As" (DBA) certificates, or Business Certificates. DBA certificates must contain specific information, such as the names, addresses, and ages (ONLY if under 18) of the persons filing the Certificate. A Business Certificate Form for filing can be found here or obtained from one of the various legal stationery stores.
The Certificate is NOT a license to do business inErieCountyor in the State of New York. To determine whether special licenses are required, you should contact the New York State Department of State, or the City or Town in which you wish to operate your business.
If you have specific questions about filing a business certificate, you may contact the Erie County Clerk’s Office, Basement Record Room, at (716) 858-8690; the 8thJudicial District Court Resource Center at (716) 845-1816; or the U.S. Small Business Association at (800) 827-5722.
Original "Doing Business As" (DBA) Certificate
Prior to filing an original DBA Certificate, the filer should review business names in the Clerk’s Office already assigned or taken to ensure that the desired name is available. A current list of filed Certificates is available for public review at the Corporations-Assumed Names Counter of the County Clerk's Office Basement Records. In addition, we recommend that you search the New York State Department of State website by going to http://appsext8.dos.state.ny.us/corp_public/corpsearch.entity_search_entry.
After checking on available names, 1 original signed and notarized Certificate is filed in the Clerk's Office. The fee of $37.00 covers the filing, a certified copy for the filer's record and a certified copy for a business bank account.
Instructions for completing the form are written on the form. The names printed or typed on the form should be consistent; i.e., if middle initials are used, they should consistently throughout; the signature must match the name as shown. Successor-in-Interest means “one who follows” to another's interest in property, especially a successor in ownership of a business that is carried on and controlled substantially as it was before the transfer. To determine the legal significance of operating a business as “successor-in-interest,” this office suggests that you consult with an attorney.
General Partnerships or Limited Liability Partnerships (LLP)
Assumed Name Certificates may be filed in the Clerk’s Office for general partnership sor limited liability partnerships. Again, a list of filed Certificates, while not indexed specifically as partnerships or limited liability partnerships, may be searched at the Clerk’s Office to ensure that the desired name has not already been chosen by another entity. The Business Certificate for Partners Form must be signed by all partners and notarized. The form can also be obtained from one of the various legal stationary stores in Erie County.
Amendment of an Assumed Name Certificate
A Certificate can be amended by filing an original signed and notarized Amendment of an Assumed Name Certificate with the County Clerk's Office. The form can be found here or be obtained from one of the various legal stationary stores in Erie County.
Generally, Amendments may be filed to change the business name, the business address, or to add or remove partners. The nature of the change should be clearly defined or identified on the form. Amendments require a reference to the original or most recent business filing and the Corporation-Assumed Name Counter in the Basement Record Room of the Clerk’s Office can assist with identifying this reference. The filing fee for an Amendment is $37.00, including two certified copies.
Discontinuance of Assumed Name
The use of an assumed name can be discontinued when the individual or partners cease to conduct business or wish to discontinue use of the assumed name. Like Amendments, the Discontinuance of Business (Sole Proprietor or Partnership) requires reference to the original filing and amendments. The Discontinuance Form for a Sole Proprietor or Individual Assumed Name can be obtained here or from one of the various legal stationery stores. The Discontinuance Form for the Discontinuance of a Partnership can be obtained here or from one of the various legal stationery stores. There is no charge for filing a Discontinuance of Assumed Name.
Incorporation and Formation of Limited Liability Companies (LLC), Limited Partnerships (LP) or Limited Liability Partnerships (LLP)
TheCountyClerk’s Office also maintains corporate and business entity records that were originally filed in this office, and continues to take amendments and discontinuance documents for those entities.
However, new applications for filing Certificates of Incorporation for corporations, or Articles of Organization for limited liability companies and limited partnerships, as well as any Assumed Name Certificates for corporations, limited liability companies or limited partnerships are filed with the New York Department of State which may then forward copies to the Erie County Clerk, at the request of the filer. More information may be found at www.dos.state.ny.us.
Limited Liability Partnerships must file Assumed Name Certificates with the Erie County Clerk, rather than the New York Department of State.
For information on the publication requirements for Limited Liability Companies or Limited Liability Partnerships, please click here. To obtain the list of newspaper designations for publication of a newly created Limited Liability Company or Limited Liability Partnership, please click here. If you have questions, you may contact the County Clerk by e-mail to Patricia.Fulwiler@erie.gov.
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