Massachusetts Sole Proprietorship Overview

Sole proprietorship Massachusetts refers to the business form known as the sole proprietorship, which is distinguished by having a single owner and a simple startup process in comparison to other business forms. Starting a sole proprietorship in Massachusetts does not deviate from this standard for simplicity.

Naming a Sole Proprietorship in Massachusetts

There are only four basic steps necessary to establishing a sole proprietorship in Massachusetts, and the first of these is selecting a name for it.

Naming a sole proprietorship–or any business, for that matter–can be a very important step insofar as branding is concerned. In Massachusetts, a sole proprietor might consider using their own name or a trade name as their business name.

If a sole proprietor chooses to use their own name, they are not required to register it with the commonwealth, nor must they file any formation paperwork. If a trade name or assumed name is used, more requirements must be met, and they are:

  1. That the name be unique to your proprietorship–no duplication is allowed.
  2. That a “doing business as” certificate is filed at the town or city clerk’s office of every town or city in which the business may be established.

Additionally, you will want to choose a name that differs enough from any already registered business name so as to avoid running afoul of common and federal trademark protections.

To determine the availability of your desired business name, you can search the Massachusetts Secretary of State’s business name database or the database of the U.S. Patent and Trademark office.

Obtaining an Assumed Name Business Certificate

If a business name is used that differs from your legal name, obtaining an assumed name business certificate will be necessary. To do so, you will have to file with the town or city clerk wherever you are doing business, with the filing fee varying with location. This certificate must be notarized before filing and must be renewed every four years.

However, having your business name registered will not necessarily prevent it from being used in ways that could be detrimental to your business. As an additional step, you might also consider applying to the [U.S. Patent and Trademark Office[( (USPTO) for trademark protection for your business name. This can prevent others from using slogans, logos, or names that are associated with your service, product, or brand. If you think you might go down this route, you will want to check with the USPTO to see if your name is available before you register it with the state.

Obtaining Permits, Licenses, and Zoning Clearances

Depending on what kind of business your are operating, you may need to acquire various permits, licenses, or clearances before you can legally go into business. To discover which of these you will need to operate your sole proprietorship, the Massachusetts Business License, Permits, and Regulation website can help.

Additionally, local regulations, such as building permits, licenses, and zoning clearances, may apply. To check on these, contacting your county and city governments will be necessary. 

Examples of licenses or permits you may need to acquire include:

  • Sales Tax Vendor Registration. The sale of services is generally not taxed in Massachusetts, while the sale of physical products is. Therefore businesses that sell physical products must apply through the Department of Revenue for a Sales and Use Tax Registration Certificate.
  • Occupational and Professional Licenses. Certain professions, such as those involving law, medicine, and some of the trades, require one to be licensed before they can be in business. Likewise, business in some industries, including food and daycare, require licenses to operate.
  • Local Business Licenses. Most town, cities, and counties in Massachusetts require a business to register with them, including some home businesses.

Obtaining an EIN

An EIN, or Employer Identification Number, is a nine-digit number used by the IRS to identify businesses, just as they use the Social Security Number to identify individuals. Acquiring such a number may be the last step necessary to establish your sole proprietorship in Massachusetts.

If you do not intend to have employees, then acquiring an EIN may not be necessary. If you think employees will be in your future, then you should apply for an EIN with the IRS, as you will not be able to operate your business without it. This application can be made for free through the IRS’s website.

Once this step is done, you should then be able to begin operating your sole proprietorship in Massachusetts. If you need help understanding the sole proprietorship Massachusetts business form, you can post your legal need on UpCounsel’s marketplace. UpCounsel accepts only the top 5 percent of lawyers. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.