There are many reasons why you, as a business owner, might want to change your company’s name. Maybe the name you picked all those years ago doesn’t line up with what you currently do. Maybe you hired a marketing expert who pointed out that your business name just doesn’t bring people in the door. Maybe the name violates a trademark and you have to change it — or else. Whatever the reason, changing your company’s name doesn’t need to be difficult — but you do need to
dot your i’s and cross your t’s” early to avoid costly fixes down the road. Here are a few things to consider:
The Secretary of State
Changing your company’s name invariably runs through the Secretary of State’s office for the state in which the company was formed. The first step involves sending the State an Amendment form (usually called “Articles of Amendment”). As long as there isn’t already a business using that name and so long as the name doesn’t violate any state-specific rules, the State will process the update and your company will legally be known by that name going forward.
When you’re ready to update your company’s name, we can help! Learn more about our Articles of Amendment services here!
Many people think that’s the end of the process… but wait… there’s more!
The Internal Revenue Service
Updating your company’s name with the IRS is important because the IRS systems need to recognize income received by your company to avoid unnecessary audits down the road. It’s also important because a number of third parties verify your company information using a database maintained by the IRS and related federal agencies — so it only benefits you to change the company name with the IRS when the time comes.
How you change your company’s name with the IRS depends on how your company is taxed. Here is a handy “cheat sheet” for how and when to update the IRS:
|Company Type||Tax Status||Form to file||When to file|
|Corporation||Subchapter C Corp||Form 1120||Tax time (varies depending on the Corporation’s fiscal year)|
|Corporation||Subchapter S Corp||Form 1120-S||Tax time (usually by March 15th of the following year)|
|Limited Liability Company (LLC)||Disregarded Entity||Basic letter||As soon as possible after changing the name|
|Limited Liability Company (LLC)||Partnership||Form 1065||Tax time (usually by March 15th of the following year)|
|Limited Liability Company (LLC)||Subchapter C Corp||Form 1120||Tax time (varies depending on the LLC’s fiscal year)|
|Limited Liability Company (LLC)||Subchapter S Corp||Form 1120-S||Tax time (usually by March 15th of the following year)|
As you can see, notifying the IRS of the name change is usually done on the company’s next annual tax return. There are boxes to check to indicate a name change (Line 4 Box 3 on the Form 1120, Line H Box 2 on the Form 1120-S, and Line G Box 3 on the Form 1065). The one notable exception is for LLCs taxed as disregarded entities. These LLCs typically have only one owner and report their profits and losses on their owner’s personal tax return (Form 1040, Schedule C) each year. To notify the IRS of a name change, these LLCs should write a letter to the IRS at the address to which they’d normally mail their tax returns, notifying the IRS of the name change. The letter should include the company’s original name and Federal Employer Identification Number (EIN), the new name, and any other pertinent information.
Similarly, other types of companies listed above can notify the IRS before their next tax return comes due by simply writing a letter as described above.
For more information, visit the IRS website here.
State Tax Bureaus
It’s easy to remember the IRS and forget the state — but the majority of tax problems caused by renaming a business happen on the state level. As soon as you’ve updated your business name with the IRS (or beforehand if you’re waiting until your next tax return to notify them), you should follow your state’s specific procedure for updating the business registration.
For example, the New Mexico Taxation and Revenue Department (NMTRD) requires businesses fill out and submit Form ACD-31015 to update their business registration. You simply fill out the first few lines of the form, sign it at the bottom, and then mail or email it to NMTRD at the addresses listed in the form instructions.
This process varies by state, so it’s important to look to your own local resources to make sure this is handled properly. Be sure to read the instructions carefully. When in doubt, consult a professional!
Once you’ve updated the government and the tax authorities, you should finish the process by notifying private parties with whom you’re transacting business. This includes your banks, payroll services, vendors, management companies, and customers/clients with whom you have an ongoing contractual relationship. It’s especially important that your bank and payroll services have the correct information on hand so that they can communicate with the IRS effectively. Remember: inconsistencies lead to audits!
Please contact us today to discuss your needs and how we can help you.
Law 4 Small Business (L4SB). A little law now can save a lot later. A Slingshot, LLC, company.