By: John Addessi, Kansas SBDC
Question: Can I use a new name but keep my old LLC?
Answer: In Kansas, there’s no form, process, or fee for using a DBA (Doing Business As). It’s perfectly legal.
However:
In order to maintain your personal asset protection (which is VERY strong in Kansas), you need to always make it obvious to the public that they are, in fact, doing business with an LLC. It’s clunky, but you’ll want to use some wording to the tune of:
“New Business Name is a wholly owned subsidiary of Old Business Name, LLC”
And you’ll want that lots of places:
- Web site (typically the footer)
- Invoices (easy to set it up in QuickBooks to always add that wording)
- Receipts (ditto)
- Signage, at least internal, like on a counter
- e-mail signatures
- It wouldn’t hurt to add it the next time you order business cards.
Here’s why. If you get sued, the other party’s attorney is going to look for every instance when you failed to make the LLC obvious. They’re going to spin a complete line of nonsense to the judge: “Your Honor, my client would never have been a customer of Mr. Smith if she thought that the transaction wasn’t backed by Mr. Smith’s personal assets. My client had no way to know that the business was an LLC. Therefore, Your Honor, we’re asking to attach Mr. Smith’s personal assets (home and car).” It’s called ‘piercing the corporate veil’ and it happens a lot!
That said, changing a name isn’t too bad (and you wouldn’t necessarily have to shut down the old LLC – just amend it):
Here’s the page at the Secretary of State for changing the name of your LLC – you’ll see that it’s just an amendment: https://www.kansas.gov/sos-namechange/index.do
You’d have to change the name with your bank and the KS Dept. of Revenue, for Sales Tax returns and KS state withholding, if you have employees.
Here’s some good news per the IRS’s page at: https://www.irs.gov/businesses/small-businesses-self-employed/do-you-need-a-new-ein
(Note that they tax one person LLCs as sole proprietors and multi-member LLCs as partnerships)
For Sole Proprietors:
You will not be required to obtain a new EIN if any of the following statements are true.
- You change the name of your business.
For Partnerships:
You will not be required to obtain a new EIN if any of the following statements are true.
- The partnership name changes.
So, those are your options: a bit of clunky wording for the DBA or jumping through a few hoops to change several forms…
