NAME / DBA FICTITIOUS BUSINESS NAME NOTICE

(Idaho – Certificate of Assumed Business Name & Optional Publication Form)

[// GUIDANCE:
This template is drafted to satisfy Idaho’s current statutory requirements for filing a Certificate of Assumed Business Name (“ABN”) with the Idaho Secretary of State (SOS) and to provide an optional, county-level publication notice should local practice or future legislative changes require newspaper publication.
Practitioners should confirm:
1. The most recent version of Idaho Code Title 30, Chapter 21, Part 9 (Assumed Business Names).
2. Any county-specific publication rules (none are presently mandated statewide).
3. SOS filing fees and accepted submission formats (online vs. paper).
]

TABLE OF CONTENTS

I. Document Header
II. Definitions
III. Operative Provisions
IV. Representations & Warranties
V. Covenants
VI. Default & Remedies
VII. General Provisions
VIII. Execution Block
IX. Optional Newspaper Publication Notice
X. Affidavit of Publication (to be completed by Publisher)

I. DOCUMENT HEADER

Certificate of Assumed Business Name
Effective Date: [DATE]
Governing Law: Idaho (Title 30, Ch. 21, Pt. 9)
Filing Office: Idaho Secretary of State (“SOS”)
Forum Selection: State court of competent jurisdiction located in [COUNTY], Idaho

THIS CERTIFICATE (the “Certificate”) is executed by the undersigned owner(s) (collectively, the “Applicant”) for the purpose of registering the assumed business name set forth below in compliance with Idaho law.

II. DEFINITIONS

For ease of reference, the following terms have the meanings indicated:

1. “ABN” – the assumed business name / fictitious business name set forth in Section III.1.
2. “Applicant” – each person or entity executing this Certificate as an owner of the ABN.
3. “Effective Date” – the date the SOS accepts this Certificate for filing.
4. “Principal Place of Business” – the physical Idaho address where the ABN will be chiefly transacted.
5. “Renewal Deadline” – the date that is the ten-year anniversary of the Effective Date, or such other period as Idaho law may hereafter prescribe.

III. OPERATIVE PROVISIONS

1. Assumed Business Name

ABN: [ASSUMED BUSINESS NAME]
Nature of Business: [GENERAL DESCRIPTION]

2. Principal Addresses

a. Principal Place of Business: [STREET, CITY, STATE, ZIP]
b. Mailing Address (if different): [STREET / P.O. BOX, CITY, STATE, ZIP]

3. Ownership Information

List each owner (attach additional schedules if needed).

4. Term; Renewal

a. This Certificate remains effective through the Renewal Deadline.
b. Applicant shall file a renewal with the SOS no earlier than six (6) months and no later than the Renewal Deadline to avoid lapse.
c. Failure to renew timely may result in administrative termination and loss of name protection.

5. Amendments; Withdrawal

a. Material changes (e.g., ownership, address, nature of business) require filing an amendment with the SOS within thirty (30) days after the change.
b. Applicant may voluntarily withdraw the ABN by filing a Certificate of Withdrawal at any time.

6. Optional Publication

Where local rules require, Applicant shall:
i. Publish the notice in Section IX once per week for four (4) consecutive weeks in a newspaper of general circulation in the county of the Principal Place of Business, commencing within thirty (30) days after the Effective Date; and
ii. Obtain the publisher’s Affidavit of Publication (Section X) and retain it with Applicant’s records.

[// GUIDANCE: As of this drafting, Idaho law does not impose a statewide publication duty; however, Section 6 allows practitioners to satisfy any county-level custom or potential future mandate without re-drafting the document.]

IV. REPRESENTATIONS & WARRANTIES

The Applicant hereby represents and warrants to the SOS and to all persons who may rely upon this Certificate that:

1. Authority. Each signatory has full legal power and, if applicable, entity authority to execute and file this Certificate.
2. Name Availability. The ABN is distinguishable on the SOS records and its use does not infringe any existing trade name, trademark, or service mark.
3. Accuracy. All information contained herein is true, correct, and complete as of the Execution Date.
4. Lawful Purpose. The ABN will be used solely for lawful business activities.

The foregoing representations survive the Effective Date for the maximum period allowed by law.

V. COVENANTS

1. Compliance. Applicant shall conduct business under the ABN in accordance with all applicable federal, state, and local laws, regulations, and ordinances.
2. Maintenance of Current Information. Applicant shall promptly update the SOS of any change required to keep the information in this Certificate accurate.
3. Record Retention. Applicant shall maintain a copy of this Certificate, each amendment, each renewal, and (if applicable) the Affidavit of Publication for not less than four (4) years after cessation of business under the ABN.

VI. DEFAULT & REMEDIES

1. Event of Default. Any inaccuracy, omission, or failure to amend/renew that materially misleads the public constitutes an “Event of Default.”
2. Cure Period. Applicant shall cure any Event of Default within fifteen (15) days after written notice from an interested party or the SOS.
3. Remedies.
   a. Administrative: The SOS may suspend or cancel the ABN filing.
   b. Civil: Aggrieved parties may pursue equitable relief, damages, or other remedies available at law.
4. Attorneys’ Fees. In any action to enforce this Certificate, the prevailing party is entitled to reasonable attorneys’ fees and costs.

VII. GENERAL PROVISIONS

1. Governing Law; Venue. This Certificate is governed by Idaho law. Venue lies exclusively in the state courts located in [COUNTY], Idaho.
2. Severability. If any provision is held unenforceable, the remainder shall be interpreted to effect the parties’ intent to the fullest extent permitted.
3. Entire Agreement. This Certificate, together with any SOS amendments and renewals, constitutes the entire agreement concerning the ABN.
4. Electronic Signatures. Facsimile, PDF, and verified electronic signatures have the same force and effect as original signatures.
5. Counterparts. This Certificate may be executed in multiple counterparts, each of which is deemed an original, and all of which together constitute one instrument.

VIII. EXECUTION BLOCK

Executed on the dates set forth below.

[NOTARY ACKNOWLEDGMENT – attach Idaho short form acknowledgment for each signatory]

[// GUIDANCE: Idaho accepts SOS filings electronically; notarization is recommended but not mandatory for online filings. If filing by paper, notarization is advisable and may be required by some clerks.]

IX. OPTIONAL NEWSPAPER PUBLICATION NOTICE

(To be completed only if publication is required)

NOTICE IS HEREBY GIVEN that the undersigned is conducting business in the State of Idaho under the assumed business name:

[ASSUMED BUSINESS NAME]

Principal Place of Business: [ADDRESS]

The nature of business conducted is: [DESCRIPTION].

The name(s) and address(es) of the owner(s) of said business are:
• [OWNER 1 NAME & ADDRESS]
• [OWNER 2 NAME & ADDRESS]

This notice is given in compliance with Idaho law and any applicable county publication requirements.
Dated: [DATE]

[OWNER 1 SIGNATURE]
[OWNER 2 SIGNATURE]

X. AFFIDAVIT OF PUBLICATION

(To be completed by Newspaper Publisher and retained by Applicant)

State of Idaho )
: ss.
County of ____)

The undersigned, being duly sworn, deposes and says:
1. I am the duly authorized representative of [NEWSPAPER NAME], a newspaper of general circulation published in _ County, Idaho.
2. The foregoing Notice of Assumed Business Name for “[ASSUMED BUSINESS NAME]” was published in said newspaper once each week for four (4) consecutive weeks on the following dates:
a. _ b. _ c. _ d. ____
3. Attached hereto are true copies (tear sheets) of each publication.

[PRINTED NAME], [TITLE]
[NEWSPAPER NAME]

Subscribed and sworn before me this ___ day of _, 20.

Notary Public for Idaho
Residing at: ___
My Commission Expires: _____

[// GUIDANCE TO PRACTITIONERS:
1. File the completed Certificate (Sections I–VIII) with the SOS and pay the filing fee.
2. If publication is mandated or desired, deliver Section IX to a qualifying newspaper immediately after SOS acceptance, then secure the Affidavit of Publication (Section X) for your records.
3. Calendar the Renewal Deadline and docket reminders at 9, 6, and 3 months prior.
4. Maintain copies of all filings and proofs for audit and litigation defense purposes.
]