Key Takeaways

  • A DBA (doing business as) is not a legal entity, but a trade name registration used by individuals or businesses to operate under a name different from their legal one.
  • A corporation is a separate legal entity that offers liability protection, tax advantages and disadvantages, and a formal management structure.
  • Filing for a DBA is typically simpler and less expensive but offers no liability protection.
  • A "corporation DBA" occurs when a corporation registers a separate trade name for branding or market segmentation.
  • Business owners must weigh factors like liability, taxes, business scale, branding, and regulatory requirements when choosing between a DBA and incorporation.
  • Some states have unique rules for DBA registration, and failure to comply can result in penalties or loss of name rights.
  • UpCounsel can help business owners connect with vetted attorneys to guide the right business structure choice.

DBA vs Corporation

Oftentimes, when someone is just starting a business, they wonder about the advantages and disadvantages of filing as a DBA vs corporation.

What is a DBA?

A DBA, or “doing business as,” is often referred to as a trade name, which can be different than a business’s official name. For example, if a business is classified as a sole-proprietorship or a general partnership, the business’s name will be the owner or owners’ name(s). But, if the owners want to conduct business under a modified name, they must file a DBA. Corporations can file a DBA as well if they want to conduct business under a different trade name. In that case, the corporation must file for a DBA in the state where it is incorporated.

Typically, a “doing business as” name is filed at the municipal-level, but there are some state-level DBA filings as well.

When Should You Use a DBA?

A DBA can be a strategic choice for businesses seeking branding flexibility or operational simplicity. Here are some common scenarios:

  • Branding Needs: If you're a sole proprietor named Jane Smith but want to operate under "Smith Marketing Solutions," filing a DBA allows that public-facing identity without incorporating.
  • Multiple Business Lines: A company may use several DBAs to run various lines of business under one legal entity. For example, a corporation might operate "Joe's Landscaping" and "Joe's Snow Removal" under different DBAs.
  • Banking and Contracts: Financial institutions often require sole proprietors or partnerships to register a DBA to open a business bank account under the trade name.
  • Privacy Protection: A DBA can help sole proprietors protect their personal identity when marketing or advertising their services.

What Are the Limitations of a DBA?

While DBAs are accessible and useful, they come with important limitations:

  • No Legal Separation: A DBA does not create a separate legal entity. The owner is personally responsible for all business debts and legal liabilities.
  • No Name Exclusivity Beyond the Region: Filing a DBA generally protects the trade name only within the jurisdiction of registration—usually a county or state.
  • No Ownership Interest: A DBA does not establish ownership shares or stakeholder rights like a corporation or LLC.
  • Varying Compliance Rules: State and local regulations differ. In some states, publishing a notice in a local newspaper is required after filing a DBA.

How Can You File a DBA?

If you are thinking of filing a DBA, you must fill out an application with the correct state or municipality that will have jurisdiction over your business. This is typically the geographic area where you will be conducting business transactions. Once your DBA is registered in that area, it will prevent another business from using the same DBA in that location. It should be noted that different states have different rules. For example, South Carolina only allows foreign entities to register as a DBA. Other states like Alabama and Arizona do not require a formal registration in order to operate as a DBA.

How Can You Revoke a DBA?

If a business no longer wants to operate as a DBA, it must cancel its DBA registration with the state or municipality where it originally filed the application. The exact requirements for canceling a DBA varies by state. For example, if a business wishes to rescind its DBA in Utah, it must submit a written cancellation letter and send it to the state’s Division of Corporations & Commercial Code. Other states have specific forms a business needs to fill out. Some states require a business to cancel its DBA if any of the owners change or if the business no longer operates.

A DBA will cancel automatically if, at the end of the registration term, the business does not renew it. Again, registration terms differ depending on what state you are in. For example, a business only has to renew its DBA once every five years in Florida, but in Minnesota it must renew its DBA annually.

What is a Corporation?

A corporation is its own separate entity, distinct from any of the owners. By incorporating your business, the owners are protecting themselves from any debt or litigation that involves the corporation. This protection is often referred to as the “corporate shield,” because it protects the personal assets of the owners.

A corporation must meet certain requirements. Every corporation must consist of:

• Shareholders

• Directors (at least one)

• Officers (at least one)

• Employees

One of the disadvantages of a corporation is that because a corporation is a separate entity, the corporation’s owners will need to file both a personal tax return, and a business tax return. This “double taxation” often acts as a disincentive to a small business owner who cannot afford to pay taxes on both the corporation’s profits and on those profits when they are distributed to shareholders.

What is a Corporation DBA?

A corporation DBA refers to a trade name a corporation registers to conduct business under a name different from its legal corporate name. This is often used to create brand distinction without forming a new entity.

For example, a corporation named "Elite Tech Solutions, Inc." might operate a consumer product line under the DBA "SmartGadget Co." This allows the corporation to expand market reach or cater to different customer bases while maintaining one legal entity.

Key Reasons a Corporation Might File a DBA:

  • Market Segmentation: To create multiple brand identities under a single corporation.
  • Testing New Business Ventures: To pilot a new product or service without creating a new entity.
  • Rebranding: To shift consumer perception or move into a new market while retaining legal continuity.
  • Franchise Models: To allow corporate-owned outlets to use specific brand names.

Corporations must still file their DBA with the relevant state or local authority, and in some cases, may need to publish a public notice as part of the registration process.

Advantages and Disadvantages of  a DBA v. Corporation

The cost of registering for a DBA varies by state, but in almost every case, filing a DBA will be significantly cheaper than filing and maintaining a corporation. Not only are the filing fees more expensive, but the requirements to maintain a corporation can add up as well.

However, one of the biggest benefits of incorporating a business involves personal liability protection. Because a corporation is considered its own entity separate from its owners, any liability of the corporation cannot be transferred to its owners (except in extreme circumstances). By contrast, a DBA provides no personal liability protection since it is only a separate trade name and not a separate entity.

DBA vs Corporation: Key Considerations for Choosing

When evaluating whether to operate under a DBA or form a corporation, consider the following:

Factor DBA Corporation
Legal Status Not a separate entity Separate legal entity
Liability Protection None—owner is personally liable Yes—owners are shielded from liability
Taxation Pass-through (personal taxes only) Double taxation (unless an S Corp election)
Formality Minimal paperwork and ongoing compliance Requires bylaws, meetings, reports
Cost Low initial and maintenance cost Higher cost to form and maintain
Name Protection Limited to the jurisdiction Stronger protection through trademark/legal
Funding Access Limited Easier to raise capital through shares

Tip: If liability protection, growth potential, and investor funding are key goals, a corporation or LLC is often a better fit. For simple branding or side-business ventures, a DBA may be sufficient.

DBA and Corporation Compliance Requirements

Both DBAs and corporations require ongoing compliance, though the extent and complexity differ.

DBA Compliance:

  • Renewal periods vary by state (e.g., annually or every five years).
  • Failure to renew may lead to automatic cancellation.
  • Some states require public notice or newspaper publication.
  • You must update the registration if ownership or address changes.

Corporation Compliance:

  • Must file annual reports and maintain good standing with the state.
  • Required to hold shareholder and board meetings with documented minutes.
  • Must file both federal and state business tax returns.
  • Subject to stricter rules around recordkeeping and shareholder rights.

Failing to meet corporate compliance obligations can result in loss of liability protection, fines, or dissolution.

Frequently Asked Questions

Can a corporation have a DBA? Yes. A corporation can register a DBA to operate under a different business name. This is common for branding or running separate divisions.

Do I need both a DBA and a corporation? It depends. If you’re incorporated but want to use a different name publicly, a DBA is necessary. If you’re unincorporated, you might need both for branding and protection.

 Is a DBA the same as a business license? No. A DBA is only a trade name registration. You may still need a separate business license,e depending on your industry and location.

What are the costs involved in filing a DBA vs a corporation? DBAs typically cost under $100 to register, while corporations often require $100–$500+ depending on state fees, plus ongoing costs.

Do DBAs offer any liability protection? No. DBAs do not shield owners from business liabilities. Only formal legal structures like corporations or LLCs provide that protection.

If you need help deciding whether to register as a DBA or incorporate, you can post your legal need on UpCounsel’s marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.