FICTITIOUS BUSINESS NAME (DBA) NOTICE
(North Dakota – N.D. Trade Name Compliance)
[// GUIDANCE: This template is designed for attorneys preparing a “fictitious business name” (trade name / DBA) notice that may be (i) filed with the North Dakota Secretary of State and (ii) published in a newspaper of general circulation when local practice or specific contractual undertakings require publication. Edit bracketed fields, delete inapplicable bracketed language, and conform the notice to any county-specific rules before release for publication or filing.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Operative Notice Provisions
- Registration & Publication Compliance
- Renewal Obligations
- Representations & Warranties
- General Provisions
- Execution Block
1. DOCUMENT HEADER
NOTICE OF FILING AND PUBLICATION OF FICTITIOUS BUSINESS NAME
Effective Date: [EFFECTIVE DATE]
Party(ies):
• [LEGAL ENTITY NAME], a [STATE OF ORGANIZATION] [ENTITY TYPE] (“Registrant”)
• [ADDITIONAL OWNER NAME(S)] [// GUIDANCE: List each additional owner if a partnership or multi-member entity.]
Principal Business Address: [PRINCIPAL OFFICE ADDRESS]
Jurisdiction: State of North Dakota
2. DEFINITIONS
For purposes of this Notice:
“Assumed Business Name” means “[ASSUMED BUSINESS NAME]” (sometimes referred to as a “fictitious,” “trade,” or “DBA” name).
“Secretary of State” means the Office of the North Dakota Secretary of State.
“Publication Period” means the period commencing on the first publication date and concluding after all required insertions have been completed in accordance with Section 4.2.
“Renewal Deadline” means five (5) years from the date of initial registration (or the next succeeding April 1 falling five years after such initial registration), or such other date as the Secretary of State may subsequently prescribe.
3. OPERATIVE NOTICE PROVISIONS
3.1 Notice of Intent. Registrant hereby provides public notice of its intention to transact business in North Dakota under the Assumed Business Name.
3.2 Business Conducted. The business to be conducted under the Assumed Business Name consists of [GENERAL DESCRIPTION OF BUSINESS ACTIVITIES].
3.3 Address for Service. The address where service of process and official correspondence should be delivered is the Principal Business Address set forth above, unless Registrant files a written update with the Secretary of State.
4. REGISTRATION & PUBLICATION COMPLIANCE
4.1 Secretary of State Filing.
(a) Certificate. A properly completed Trade Name Registration (Form SFN 13409 or successor form) has been executed contemporaneously with this Notice and will be filed with the Secretary of State on or before [FILING DATE].
(b) Filing Fee. Registrant shall remit the statutory filing fee established by the Secretary of State at the time of filing.
4.2 Publication Requirements.
(a) Local Practice. Although North Dakota state law does not mandate statewide publication, certain counties, financial institutions, or counterparties may require publication as a condition precedent to doing business. Out of an abundance of caution, Registrant elects to publish this Notice.
(b) Newspaper of General Circulation. Registrant shall cause this Notice to be published in “[NEWSPAPER NAME],” a newspaper of general circulation in [PUBLICATION COUNTY] County, North Dakota, once each week for [NUMBER] consecutive week(s) during the Publication Period beginning [FIRST PUBLICATION DATE] and ending no later than [LAST PUBLICATION DATE].
(c) Proof of Publication. Registrant shall obtain an Affidavit of Publication upon completion of the Publication Period and shall retain the same with its corporate records for no fewer than six (6) years.
5. RENEWAL OBLIGATIONS
5.1 Renewal Filing. Registrant shall file a Renewal of Trade Name with the Secretary of State on or before the Renewal Deadline and every five (5) years thereafter for so long as the Assumed Business Name remains in use.
5.2 Lapse and Reinstatement. Failure to renew timely may result in administrative lapse of the trade name, loss of exclusive use, and exposure to civil or criminal penalties. Registrant acknowledges it is solely responsible for monitoring and complying with all renewal requirements.
6. REPRESENTATIONS & WARRANTIES
6.1 Authority. Registrant represents that the individual executing this Notice has full authority to do so on behalf of the Registrant.
6.2 Accuracy of Information. Registrant warrants that all information contained herein, and in any certificate or affidavit filed in connection herewith, is true, correct, and complete as of the Effective Date.
6.3 No Infringement. Registrant has conducted a reasonable availability search and is not knowingly using an Assumed Business Name that infringes or is likely to cause confusion with any existing trademark, service mark, or trade name registered in North Dakota or federally.
6.4 Survival. The warranties contained in this Section 6 survive filing, publication, and any subsequent renewal of the Assumed Business Name.
7. GENERAL PROVISIONS
7.1 Governing Law. This Notice and any dispute arising herefrom shall be governed by the business laws of the State of North Dakota without regard to conflict-of-law principles.
7.2 Forum Selection. Any proceeding arising under or relating to this Notice shall be filed in the state district court having proper venue and jurisdiction, with the clerk of such court serving as the proper receiving officer for filings.
7.3 Amendments. Registrant may amend this Notice only by filing an amended trade name certificate with the Secretary of State and, where required, republishing the amended notice.
7.4 Severability. If any provision of this Notice is held invalid, the remaining provisions shall remain in full force and effect.
7.5 Entire Notice. This document, together with any certificates, affidavits, or schedules referenced herein, constitutes the complete and exclusive statement of the Registrant’s fictitious business name notice obligations as of the Effective Date.
8. EXECUTION BLOCK
IN WITNESS WHEREOF, the undersigned executes this Notice on the Effective Date set forth above.
[LEGAL ENTITY NAME]
By: _____
Name: [SIGNATORY NAME]
Title: [OFFICER / MANAGER / OWNER]
Date: ___
[// GUIDANCE: Notarization is not required for North Dakota trade-name filings, but some counties may request an acknowledgment for publication purposes. Insert a notary block if local practice dictates.]
OPTIONAL NOTARY ACKNOWLEDGMENT
State of North Dakota )
County of ______ ) ss.
On this _ day of _, 20__, before me, a Notary Public within and for said County and State, personally appeared [SIGNATORY NAME], known to me to be the person who executed the foregoing instrument on behalf of [LEGAL ENTITY NAME] and acknowledged to me that he/she executed the same for the purposes therein stated.
Notary Public
My Commission Expires: _____
[// GUIDANCE: Attach or reference any required schedules (e.g., list of additional owners) and the Affidavit of Publication once received.]