Trade Name / DBA (“Fictitious Business Name”) Registration & Publication Notice
State of Connecticut
[// GUIDANCE: This template is designed for use by Connecticut‐based businesses (including sole proprietorships, general partnerships, LLCs, corporations, and other entities) that will transact business under an assumed name (a “Trade Name” or “DBA”). It incorporates Conn. Gen. Stat. § 35-1 requirements, optional local publication language, and best-practice defensive drafting. Practitioners should confirm any town‐specific rules before finalizing.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Operative Provisions
3.1 Trade Name Certificate Filing
3.2 Required Information
3.3 Publication of Notice (If Applicable)
3.4 Renewal / Amendment / Discontinuance
3.5 Compliance & Record-Keeping - Representations & Warranties
- Covenants & Continuing Obligations
- Default & Remedies
- General Provisions
- Execution Block
1. DOCUMENT HEADER
THIS TRADE NAME / DBA REGISTRATION & PUBLICATION NOTICE (this “Notice”) is made effective as of [EFFECTIVE DATE] (the “Effective Date”), by and between the undersigned business registrant(s) (collectively, the “Registrant”) and the Clerk of the [TOWN/CITY] of [MUNICIPALITY], State of Connecticut (the “Clerk”).
RECITALS
A. Pursuant to Conn. Gen. Stat. § 35-1, any person or entity conducting business in Connecticut under an assumed name must file a Trade Name Certificate with the clerk of the town in which such business is conducted.
B. Registrant desires to comply with all registration, publication (if required), renewal, and record-keeping obligations applicable to the use of its Trade Name.
NOW, THEREFORE, Registrant hereby submits this Notice in accordance with the provisions set forth below.
2. DEFINITIONS
The following capitalized terms shall have the meanings set forth below for all purposes of this Notice:
“Business Address” means the principal place of business of the Registrant located at [STREET ADDRESS, TOWN, CT ZIP].
“Legal Name” means the complete name of the Registrant as registered with the Connecticut Secretary of the State (or, in the case of an unincorporated sole proprietorship, the individual’s full legal name).
“Trade Name” or “DBA” means the fictitious business name under which the Registrant will transact business in Connecticut, identified as [TRADE NAME/DBA].
“Town” means the municipality of [MUNICIPALITY], Connecticut in which the Registrant will conduct business under the Trade Name.
3. OPERATIVE PROVISIONS
3.1 Trade Name Certificate Filing
(a) Registrant shall complete, execute, and file a Trade Name Certificate (the “Certificate”) with the Clerk prior to transacting any business in Connecticut under the Trade Name.
(b) The Certificate shall be filed on Form [TOWN FORM NUMBER OR “N/A”], or on such other form as the Clerk may prescribe.
3.2 Required Information
The Certificate shall, at a minimum, set forth:
1. The Trade Name;
2. The Legal Name of each person or entity conducting business under the Trade Name;
3. The Business Address of each such person or entity; and
4. The type of business to be conducted (optional but recommended).
[// GUIDANCE: Confirm with the Clerk whether the town requires any additional details—some municipalities request NAICS code, mailing address, or manager information.]
3.3 Publication of Notice (If Applicable)
(a) If the Town or any other applicable ordinance requires public notice of the Trade Name, Registrant shall cause a notice substantially in the form attached hereto as Schedule A (the “Publication Notice”) to be published in a newspaper of general circulation in the Town once per week for two consecutive weeks (or such alternative frequency as local law may require).
(b) Registrant shall obtain and retain proof of publication (affidavit of publication) for a period of not less than six (6) years from the date of final publication.
3.4 Renewal / Amendment / Discontinuance
(a) Renewal. Connecticut law currently imposes no statutory renewal period; however, certain towns may require periodic re-filing (commonly every five (5) years). Registrant shall calendar any such municipal renewal deadlines and timely comply therewith.
(b) Amendment. Registrant shall file an amended Certificate within thirty (30) days of any change in (i) Trade Name, (ii) ownership, or (iii) Business Address.
(c) Discontinuance. Within sixty (60) days after Registrant ceases to use the Trade Name, Registrant shall file a Certificate of Discontinuance (or equivalent form) with the Clerk.
3.5 Compliance & Record-Keeping
Registrant shall:
1. Maintain accurate books and records evidencing compliance with Conn. Gen. Stat. § 35-1 and any applicable local ordinances for not less than six (6) years; and
2. Display the Trade Name conspicuously at each business location, where required by zoning or signage regulations.
4. REPRESENTATIONS & WARRANTIES
Registrant represents and warrants that:
(a) It possesses full authority and legal capacity to adopt and use the Trade Name;
(b) The Trade Name does not infringe or violate the trademark, service mark, or trade name rights of any third party to Registrant’s knowledge after reasonable inquiry;
(c) All information provided in the Certificate and any Publication Notice is true, correct, and complete in all material respects as of the Effective Date; and
(d) Registrant will promptly update the Clerk with any material change affecting the Trade Name.
The foregoing representations and warranties shall survive the filing of the Certificate and any Publication Notice.
5. COVENANTS & CONTINUING OBLIGATIONS
(a) Registrant shall comply with all applicable federal, state, and municipal laws, regulations, and ordinances governing the conduct of business under the Trade Name.
(b) Registrant shall not knowingly use the Trade Name for any unlawful, deceptive, or fraudulent purpose.
(c) Registrant shall defend, indemnify, and hold harmless the Clerk and the Town from any third-party claims arising out of Registrant’s use of the Trade Name in violation of law.
6. DEFAULT & REMEDIES
(a) Failure to file the Certificate or otherwise comply with Conn. Gen. Stat. § 35-1 may result in fines and/or misdemeanor liability.
(b) The Clerk may refuse to accept, or may invalidate, any Certificate containing materially false statements.
(c) Any person aggrieved by false or misleading information in the Certificate may pursue remedies at law or in equity, including injunctive relief, damages, and costs.
7. GENERAL PROVISIONS
7.1 Governing Law. This Notice shall be governed by and construed under the internal laws of the State of Connecticut (“state_business_law”).
7.2 Forum Selection. Any dispute arising under or relating to the Certificate or this Notice shall be brought exclusively before the [TOWN/CITY] court of competent jurisdiction (the “state_court_clerk”).
7.3 Severability. If any provision of this Notice is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
7.4 Entire Agreement. This Notice, together with the Certificate and any Publication Notice, constitutes the entire agreement of the parties with respect to the subject matter herein and supersedes all prior understandings.
7.5 Amendment & Waiver. No amendment or waiver of any provision hereof shall be effective unless in writing and signed by Registrant and accepted by the Clerk.
7.6 Counterparts; Electronic Signatures. This Notice may be executed in one or more counterparts (including by electronic signature), each of which shall be deemed an original and all of which together constitute one instrument.
8. EXECUTION BLOCK
IN WITNESS WHEREOF, Registrant has executed this Notice as of the Effective Date.
| Registrant (Business Entity or Individual) | Signature | Name / Title | Date |
|---|---|---|---|
| [LEGAL NAME] | _________ | [NAME / TITLE] | [DATE] |
| (Add additional signature lines as needed) |
ACKNOWLEDGMENT (Notary)
State of Connecticut }
County of ______} ss. [LOCATION] [DATE]
On this ___ day of _, 20_, before me, the undersigned notary public, personally appeared __________, who proved to me through satisfactory evidence of identity to be the person(s) whose name(s) are signed above, and acknowledged that he/she/they executed the same for the purposes therein contained.
Notary Public
My Commission Expires: ____
[// GUIDANCE: Some Connecticut towns require witness signatures in lieu of notarization. Confirm local practice.]
SCHEDULE A
(Form of Publication Notice)
NOTICE OF TRADE NAME / DBA REGISTRATION
Pursuant to Conn. Gen. Stat. § 35-1
Notice is hereby given that [LEGAL NAME], with a principal place of business at [BUSINESS ADDRESS], has filed a Trade Name Certificate with the Clerk of the Town of [MUNICIPALITY], Connecticut, to transact business under the trade name “[TRADE NAME/DBA]” effective [EFFECTIVE DATE].
Dated at [MUNICIPALITY], Connecticut, this ___ day of ____, 20__.
[LEGAL NAME]
By: ______
Name: [NAME / TITLE]
[// GUIDANCE: The publication text should be reviewed for compliance with the chosen newspaper’s formatting requirements (e.g., font size, column width) and any municipal specifications.]
[// GUIDANCE: Practitioners should (i) verify the accuracy of Conn. Gen. Stat. § 35-1 citations; (ii) confirm no conflicting trademarks exist; (iii) retain filing receipts and publication affidavits; and (iv) monitor any proposed statutory amendments that could introduce periodic renewal obligations statewide.]