ASSUMED NAME (DBA) CERTIFICATE AND NOTICE

State of Michigan

IMPORTANT NOTICE

Michigan law requires businesses operating under an assumed or fictitious name to file a Certificate of Assumed Name. The filing office depends on the entity type:

• Sole Proprietors and Co-Partnerships: File with the County Clerk of the county where the business is conducted, pursuant to MCL § 445.1 (Act 101 of 1907).
• Corporations: File with the Michigan Department of Licensing and Regulatory Affairs (LARA), Corporations Division, pursuant to MCL § 450.1217.
• LLCs: File with LARA, Corporations Division, pursuant to MCL § 450.4206.

Certificates filed with the County Clerk are valid for five (5) years and must be renewed before expiration.

PART ONE: REGISTRANT INFORMATION

1.1 Registrant Identification

Full Legal Name of Registrant: [________________________________]

Entity Type (check one):

☐ Sole Proprietorship
☐ General Partnership (Co-Partnership)
☐ Corporation (Domestic)
☐ Corporation (Foreign)
☐ Limited Liability Company (Domestic)
☐ Limited Liability Company (Foreign)
☐ Limited Partnership
☐ Limited Liability Partnership
☐ Other: [________________________________]

State/Country of Organization (if entity): [________________________________]

Michigan Entity ID Number (if applicable): [________________________________]

1.2 Contact Information

Principal Place of Business Address:

Street: [________________________________]

City: [________________________________] County: [________________________________]

State: MI Zip: [________]

Mailing Address (if different):

Street: [________________________________]

City: [________________________________] State: [____] Zip: [________]

Telephone: [________________________________]

Email: [________________________________]

1.3 Owners / Partners / Members

PART TWO: ASSUMED NAME INFORMATION

2.1 Assumed Business Name (DBA)

Assumed Name Under Which Business Will Be Conducted:

[________________________________]

2.2 Nature of Business

Brief Description of Business Activities:

[________________________________]

[________________________________]

2.3 Date of Commencement

Date Business Commenced (or Will Commence) Under Assumed Name: [__/__/____]

2.4 Business Location(s)

County(ies) Where Business Is or Will Be Conducted:

☐ [________________________________] County
☐ [________________________________] County
☐ [________________________________] County

PART THREE: MICHIGAN STATUTORY REQUIREMENTS

3.1 Sole Proprietors and Co-Partnerships (MCL § 445.1 — Act 101 of 1907)

Under MCL § 445.1, any person who carries on, conducts, or transacts business in Michigan under an assumed or fictitious name must file a certificate with the County Clerk in each county where the business is conducted. The certificate must:

☐ Be filed in duplicate with the County Clerk
☐ Set forth the assumed name under which the business is conducted
☐ Set forth the true and real full name of each person conducting the business
☐ Set forth the address of each person conducting the business

Per MCL § 445.1a, the County Clerk shall:

☐ Certify the duplicate and return it to the applicant
☐ The certificate authorizes use of the assumed name for five (5) years
☐ The Clerk may reject any assumed name that is likely to mislead the public or is confusingly similar to other business names

3.2 Corporations (MCL § 450.1217)

Under MCL § 450.1217, a Michigan corporation conducting business under an assumed name must file a certificate with LARA (Department of Licensing and Regulatory Affairs), Corporations Division.

3.3 LLCs (MCL § 450.4206)

Under MCL § 450.4206, a Michigan LLC conducting business under an assumed name must file a certificate with LARA, Corporations Division.

3.4 Filing Fees

County Clerk Filings (Sole Proprietors / Co-Partnerships):

LARA Filings (Corporations / LLCs):

3.5 Filing Offices

For Sole Proprietors and Co-Partnerships:

County Clerk of [________________________________] County

Clerk Address: [________________________________]

For Corporations and LLCs:

Michigan Department of Licensing and Regulatory Affairs (LARA)
Corporations Division
P.O. Box 30054
Lansing, MI 48909

Online Filing: https://www.michigan.gov/lara/bureau-list/bcs

PART FOUR: CERTIFICATE OF ASSUMED NAME

(For County Clerk Filing — MCL § 445.1)

CERTIFICATE OF ASSUMED NAME

STATE OF MICHIGAN
COUNTY OF [________________________________]

The undersigned certifies pursuant to Act 101 of 1907 (MCL §§ 445.1-445.5):

1. Assumed Name: [________________________________]

2. The true and real full name(s) and address(es) of the person(s) owning, conducting, or transacting business under the above assumed name:

3. Nature of Business: [________________________________]

4. Business Address in County:

[________________________________]

5. Date Business Will Commence Under Assumed Name: [__/__/____]

6. This certificate is filed in duplicate as required by MCL § 445.1.

7. Declaration:

The undersigned declares that the information contained in this certificate is true, correct, and complete, and that the assumed name is not intended to mislead the public.

Signature: _________________________________ Date: [__/__/____]

Print Name: [________________________________]

Address: [________________________________]

Signature: _________________________________ Date: [__/__/____]

Print Name: [________________________________]

Address: [________________________________]

NOTARY ACKNOWLEDGMENT (REQUIRED FOR COUNTY FILING)

State of Michigan
County of [________________________________]

On this [____] day of [____________], [________], before me, the undersigned Notary Public, personally appeared [________________________________], who acknowledged that he/she is the person(s) named above and that he/she executed the foregoing Certificate of Assumed Name for the purposes therein stated.

Notary Public Signature: _________________________________

Notary Printed Name: [________________________________]

County of Commission: [________________________________]

My Commission Expires: [__/__/____]

Acting in the County of: [________________________________]

[NOTARY SEAL]

PART FIVE: CERTIFICATE OF ASSUMED NAME FOR CORPORATIONS / LLCs

(For LARA Filing — MCL § 450.1217 / § 450.4206)

CERTIFICATE OF ASSUMED NAME

TO: Michigan Department of Licensing and Regulatory Affairs, Corporations Division

Pursuant to MCL § [450.1217 / 450.4206], the undersigned entity hereby files this Certificate of Assumed Name:

1. Entity Legal Name: [________________________________]

2. Entity Type:

☐ Domestic Corporation (MCL § 450.1217)
☐ Foreign Corporation (MCL § 450.1217)
☐ Domestic LLC (MCL § 450.4206)
☐ Foreign LLC (MCL § 450.4206)

3. Michigan Entity ID Number: [________________________________]

4. Assumed Name: [________________________________]

5. Date of Adoption of Assumed Name: [__/__/____]

6. Registered Office Address in Michigan:

[________________________________]

7. Resident Agent Name: [________________________________]

8. Declaration:

The undersigned authorized officer/member/manager declares that the information in this certificate is true, correct, and complete.

Signature: _________________________________ Date: [__/__/____]

Print Name: [________________________________]

Title: [________________________________]

PART SIX: RENEWAL OF CERTIFICATE

(MCL § 445.5 — County Clerk Filings Only)

6.1 Renewal Period

Under MCL § 445.5, a Certificate of Assumed Name filed with the County Clerk authorizes use of the assumed name for five (5) years from the date of filing.

6.2 County Clerk Notification

Between the sixtieth (60th) and thirtieth (30th) day before the expiration date, the County Clerk is required to mail renewal certificate forms to the registrant. However, it is the registrant's responsibility to ensure timely renewal — failure to receive notice from the Clerk does not excuse late filing.

6.3 Renewal Requirements

☐ File a renewal certificate with the County Clerk before the expiration date
☐ Pay the renewal fee of $4.00 (may be higher in charter counties with population over 2,000,000)
☐ The renewal extends the right to use the assumed name for an additional five (5) years

6.4 Renewal Timeline

6.5 Consequences of Failure to Renew

☐ The certificate expires and the registrant no longer has authorization to use the assumed name
☐ A new certificate (with full filing fee) must be filed to resume use
☐ The assumed name may become available for use by others

PART SEVEN: AMENDMENT AND CANCELLATION

7.1 Amendment

If material information changes, the registrant should file an updated certificate:

County Clerk Filings:

☐ File a new certificate with current information
☐ Pay the applicable filing fee

LARA Filings:

☐ File an amendment with LARA
☐ Pay the $25.00 amendment fee

7.2 Cancellation / Discontinuance

When the assumed name is no longer in use:

County Clerk Filings:

☐ File a Certificate of Discontinuance of Assumed Name with the County Clerk
☐ Confirm fee requirements with the Clerk

LARA Filings:

☐ File a Certificate of Abandonment of Assumed Name with LARA
☐ Pay the $25.00 cancellation fee

PART EIGHT: OPTIONAL PUBLICATION NOTICE

Michigan does not impose a statewide statutory requirement for newspaper publication of assumed name certificates. However, some County Clerks may request publication, and certain lenders or counterparties may require it.

PUBLICATION TEXT

NOTICE OF ASSUMED NAME

Notice is hereby given that [Legal Name of Registrant], whose address is [Business Address], is conducting business in [County Name] County, Michigan under the assumed name "[DBA Name]", pursuant to Act 101 of 1907 (MCL § 445.1). A Certificate of Assumed Name has been filed with the [County Clerk / LARA].

[Legal Name of Registrant]

Date: [__/__/____]

Publication Checklist

☐ Select a newspaper of general circulation in the county
☐ Publish once (or per county requirement)
☐ Obtain Affidavit of Publication
☐ Retain in business records

PART NINE: PENALTIES FOR NON-COMPLIANCE

9.1 Penalty for Failure to File (MCL § 445.2)

Under MCL § 445.2, any person who carries on business under an assumed name without filing the required certificate is guilty of a misdemeanor and may be punished by:

☐ A fine of not more than $1,000.00
☐ Imprisonment for not more than one (1) year
☐ Or both

9.2 Inability to Maintain Legal Actions

A person conducting business under an unregistered assumed name may face difficulty maintaining lawsuits on contracts entered under that name until the certificate is properly filed.

9.3 False Statements

Filing a certificate containing knowingly false information may subject the filer to penalties for perjury and other criminal sanctions.

PART TEN: EXECUTION

IN WITNESS WHEREOF, the undersigned has executed this Assumed Name Certificate and Notice as of the date set forth below.

Registrant: [________________________________]

Signature: _________________________________ Date: [__/__/____]

Print Name: [________________________________]

Title: [________________________________]

PART ELEVEN: FILING INSTRUCTIONS AND CHECKLIST

For Sole Proprietors and Co-Partnerships (County Clerk)

Step 1: Select County

☐ Identify each county where business is or will be conducted
☐ A separate certificate must be filed in each county

Step 2: Check Name Availability

☐ Contact the County Clerk to verify that the assumed name is not likely to be rejected as confusingly similar to an existing name
☐ The County Clerk has authority under MCL § 445.1a to reject misleading names

Step 3: Complete the Certificate

☐ Complete Part Four (Certificate of Assumed Name) in duplicate
☐ Have the certificate notarized (required)

Step 4: File with County Clerk

☐ File both copies with the County Clerk
☐ Pay the filing fee (typically $10.00; verify with the Clerk)
☐ The Clerk will certify the duplicate and return it to you

Step 5: Calendar Renewal

☐ Calendar the five-year expiration date at least ninety (90) days in advance
☐ File a renewal certificate before the expiration date
☐ Renewal fee: $4.00 (may vary in charter counties with 2M+ population)

For Corporations and LLCs (LARA)

Step 1: Verify Good Standing

☐ Ensure the entity is in good standing with LARA before filing

Step 2: Complete the Certificate

☐ Complete Part Five (Certificate of Assumed Name for LARA)

Step 3: File with LARA

☐ File online through the LARA Corporations Online Filing System or by mail
☐ Pay the $25.00 filing fee
☐ Retain confirmation of filing

Step 4: Maintain Records

☐ Retain all filed certificates and confirmations
☐ File amendments or cancellations as needed

Sources and References

• Michigan Legislature — Act 101 of 1907 (Assumed or Fictitious Name): https://www.legislature.mi.gov/Laws/MCL?objectName=MCL-ACT-101-OF-1907
• MCL §§ 445.1-445.5 (Carrying on Business Under Assumed or Fictitious Name)
• MCL § 450.1217 (Corporation Assumed Names)
• MCL § 450.4206 (LLC Assumed Names)
• Michigan LARA — Corporations Division: https://www.michigan.gov/lara/bureau-list/bcs
• Contact your County Clerk for local filing requirements and fees

This template is provided by ezel.ai for informational purposes only. It does not constitute legal advice. Consult a Michigan-licensed attorney before filing.