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Note: Registering only a business name does NOT create a legal business entity (a sole proprietorship is not a legal entity) and it is NOT a business license. Business licenses are issued by local city or county clerk’s offices, not by the state. Filing only a business name does not offer protection from liability.
Beneficial Ownership Information Reporting: Effective January 1, 2024 many U.S. companies will be required to report information about their beneficial owners, the individuals who ultimately own or control the company and financially benefit from ownership. The information is reported to the Financial Crimes Enforcement Network (FinCEN), a branch of the U.S. Department of the Treasury. Beneficial ownership reporting is a requirement of the Corporate Transparency Act of 2021.
Who should report? When in doubt, report. Corporations, s-corps, LLCs, partnerships and registered DBAs need to report. There is no penalty to report if you may be exempt, but there is a hefty penalty assessed daily for failure to report if you are not exempt. If you use an assumed name in business, you need to report. Existing businesses have until January 1, 2025 to report. New businesses must report within 90 days of registering the business with the Secretary of State.
For assistance, see FinCen Small Business Resources.
Business names and legal entities (LLC, corporation, etc.) are registered with the Idaho Secretary of State’s office. By completing a legal entity form (Articles of Incorporation, Limited Liability Company Certificate of Organization), both the business name AND legal structure are registered (assuming the name is available for registration in Idaho).
If the business will be a sole proprietorship, only the business name is registered; no additional forms are needed. A sole proprietorship is owned by only one person. A sole proprietorship can be created without registering with the Idaho Secretary of State if the owner uses her/his full name (first and last name unless it is common, then include a middle initial) as a portion of the business name.
Partnerships (two or more owners) register both an assumed business name and a Statement of Partnership Authority with the Idaho Secretary of State.
The business name and entity type should be registered before beginning to conduct business. For information on choosing a legal entity type, see Legal Structure. You must be 18 or older to register a business.
Registered information is public. Business name and entity filings are public records. Any information included on the registration form will be available to the public, including your home address if your business is home-based.
Changing information – If you change the name of your business, sell or close the business, or move to a new location, the Secretary of State’s office and the IRS should be contacted and possibly other agencies as well. For information, see Changing or Cancelling Registered Information.
Name Search
Before registering a business name, a business name search can be completed to determine whether another business operating in Idaho is currently using the same name or a similar one. Only sole proprietorships can register a name currently being used by another business. Corporations and LLCs must choose a unique name.
To find businesses in other states using your desired name or a similar one, make an internet search. Though you can register the same name, your businesses may be confused, particularly if the other business is regionally or nationally known. This can be a problem if the other business falls behind in financial obligations, encounters legal problems or another issue arises. In addition to checking your proposed business name, also look for similar names spelled differently, such as “shoppe” or “centre.”
You may want to also make a trademark search, both nationally and in Idaho, to be certain you choose a name that is not trademarked.
Note: Before 1998, business names were registered with county recorder’s offices. If you own or purchase a business that was originally registered with your county, be certain it has been re-registered with the Idaho Secretary of State’s Office.