Frequently Asked Questions
Fictitious Names
Before a person may transact business in Virginia under an assumed or fictitious
name, the person must file a certificate in the circuit court of the jurisdiction
in which the name is to be used. If the person is a Virginia or foreign corporation,
limited liability company or limited partnership authorized to transact business
in Virginia, the business entity also must obtain a certified copy of the certificate
from the circuit court and file it in the Clerk’s Office of the Commission. See
§ 59.1-69
and § 59.1-70
of the Code of Virginia.
What is a fictitious name?
What are the filing requirements for use of a fictitious name in Virginia?
What is an "attested" or "certified" copy, and how is it obtained?
How much does it cost to file an attested copy of a fictitious name certificate
with the Commission?
What does the Commission issue after the filing of a fictitious name certificate?
Can a sole proprietor, general partnership or business trust file a fictitious
name certificate with the Commission?
What is the consequence of using a fictitious name without making the
required filing(s)?
What rights to a fictitious name does a business entity receive when it
files a fictitious name certificate pursuant to the Virginia statutes?
Does the filing of an attested copy of a fictitious name certificate with
the Commission prevent others from making a filing with the Commission under the
same name?
If a corporation, limited liability company or limited partnership files
a fictitious name certificate in more than one circuit court, must it file an attested
or certified copy of each filing with the Commission?
What is a fictitious name?
A fictitious name is a name that a person (individual or business entity) uses instead
of the person's true name, usually in the course of transacting or offering to transact
business. It is sometimes referred to as an "assumed name" or "trade name," and
it is often identified after a person’s true name with the abbreviation "t/a" ("trading
as"), "dba" ("doing business as"), or "aka" ("also known as").
What are the filing requirements for use of a fictitious
name in Virginia?
Before a person (individual or business entity) may conduct or transact business
in Virginia under a fictitious name, the person must file a certificate in the clerk's
office of the circuit court of the jurisdiction in which the fictitious name is
to be used. See
§ 59.1-69
of the Code of Virginia.
If the person is a Virginia or foreign corporation, limited liability company or
limited partnership authorized to transact business in Virginia, the business entity
also must obtain a copy of the certificate, duly attested by the clerk of the circuit
court (sometimes referred to as a "certified copy"), and file it in the Clerk's
Office of the Commission. See
§ 59.1-70
of the Code of Virginia.
The statutes that govern the use of a fictitious name in Virginia are
§§ 59.1-69 – 59.1-76
of the Code of Virginia.
What is an "attested" or "certified" copy, and how is it
obtained?
The copy of a fictitious name certificate that is to be filed with the Commission
must include an attestation or certification by the clerk of the circuit court that
indicates it is a true copy of what has been filed with the circuit court. The attestation
or certification will be a stamp added to the copy produced by the clerk that indicates
the copy is a "true copy" or "a copy teste" of the original filing, and it will
be signed by the clerk or a deputy clerk.
The clerk of a circuit court requires payment of a separate fee to issue an attested
or certified copy of a fictitious name certificate. A business entity that knows
it will need an attested or certified copy of the fictitious name certificate should
request the copy and tender payment of the attestation or certification fee to the
clerk at the time it submits the original fictitious name certificate to the circuit
court for filing. You will need to contact the clerk of the circuit court to find
out how much it costs to obtain an attested or certified copy of the fictitious
name certificate.
How much does it cost to file an attested copy of a fictitious
name certificate with the Commission?
The fee for filing a copy of the certificate with the Commission is $10. Checks
should be made payable to "State Corporation Commission."
What does the Commission issue after the filing of a fictitious
name certificate?
Upon the filing of an attested or certified copy of a fictitious name certificate,
the Commission only issues a receipt for payment of the filing fee. Upon request
and payment of the requisite fee, however, the Clerk's Office will provide a Commission-certified
copy of the fictitious name certificate or a certificate of fact stating that a
fictitious name certificate has been filed with the Commission for a particular
business entity. Contact the Clerk's Office for more information.
Can a sole proprietor, general partnership or business
trust file a fictitious name certificate with the Commission?
No, but a sole proprietor is required to file a certificate in the Clerk's Office
of the circuit court of the jurisdiction in which the fictitious name will be used.
What is the consequence of using a fictitious name without
making the required filing(s)?
An individual or business entity that conducts or transacts business under a fictitious
name without making the required filing(s) is subject to being convicted of a misdemeanor,
punishable by a fine not exceeding $2,500 or confinement in jail for not more than
one year, or both. See
§ 59.1-75
of the Code of Virginia.
What rights to a fictitious name does a business entity
receive when it files a fictitious name certificate pursuant to the Virginia statutes?
The Commission does not have authority to determine who has the right to use a fictitious
name. This is a complex area of law and persons with such questions are advised
to consult with an attorney.
Does the filing of an attested copy of a fictitious name
certificate with the Commission prevent others from making a filing with the Commission
under the same name?
No. The Commission does not have authority to reject a new business entity document
or name change amendment on the ground that the prospective business entity name
is in conflict with a fictitious name of record with the Commission. Furthermore,
the Commission does not have the authority to reject a fictitious name certificate
on the ground that the fictitious name in the certificate is in conflict with a
fictitious name that is already of record with the Commission.
For information regarding the availability of a business entity name, see Business
Entity Names FAQs.
If a corporation, limited liability company or limited
partnership files a fictitious name certificate in more than one circuit court,
must it file an attested or certified copy of each filing with the Commission?
Yes.