Page 20 - Akerman | 2016 Guide to Doing Business in Florida

as the last words of the name. There are similar naming requirements for limited partnerships,
limited liability limited partnerships and limited liability partnerships. Entities owned by licensed
professionals which perform professional services for the public are subject to other naming
requirements.

Each business entity name must be distinguishable from the names of all other entities
organized or registered in Florida and on file with the Division of Corporations, with the
exception of fictitious names as noted below. The current list of active and inactive business
entity names may be searched by selecting the “Look up a Business Name” option on The
Division of Corporation’s website at http://www.sunbiz.org. Geographical qualifiers are
generally not acceptable to make a name distinguishable. For example, XYZ of Florida, Inc.
would not be considered distinguishable from XYZ, Inc.

A foreign entity desiring to do business in Florida must meet these naming requirements by
adding the proper designation to the entity’s name, or by operating under a different name if the
entity’s name is not available.

2.3.2 Fictitious Names
Florida Statutes § 865.09 is known as the Fictitious Name Act and imposes requirements on
any person or entity that transacts business under any name other than such person’s legal
name or the properly registered business entity name with the Florida Division of Corporations.
The purpose of registering fictitious names is to give public notice as to ownership of the name.
Registering the fictitious name does not grant the owner any trademark or service mark or other
protection of the name against use by another party. In fact, duplicate identical fictitious names
may be registered. A person registering a fictitious name must ensure that the name being
registered does not violate another person’s protected trade mark or service mark.

Persons or entities applying to register a fictitious name must first advertise the name at least
once in a newspaper in the county where the principal place of business of the applicant will be
located.

Fictitious name registrations are valid for five years and expire on December 31 of the fifth year.
Renewals may be filed at any time during the fifth year. Registrations and renewals of fictitious
trade names can be done online at http://www.sunbiz.org. An expired fictitious name cannot
be reinstated. Upon the expiration of a fictitious name, a new application for fictitious name
must be filed, including re-publishing the notice in the newspaper to comply with the
publication requirement.

The business and its owners that use an unregistered fictitious name may not maintain any
action, suit, or proceeding in any court of this state until the fictitious name has been properly
registered and may be guilty of a misdemeanor. Contracts made by the business are
enforceable against it.

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