Sec. 35-1. Use of fictitious business names. Prohibitions and exceptions. Penalty. Unfair trade practices.
Sec. 35-1. Use of fictitious business names. Prohibitions and exceptions. Penalty. Unfair trade practices. (a) No person, except as provided in this subsection,
shall conduct or transact business in this state, under any assumed name, or under any
designation, name or style, corporate or otherwise, other than the real name or names
of the person or persons conducting or transacting such business, unless there has been
filed, in the office of the town clerk in the town in which such business is or is to be
conducted or transacted, a certificate stating the name under which such business is or
is to be conducted or transacted and the full name and post-office address of each person
conducting or transacting such business or, in the case of a corporation or limited liability
company using such an assumed name, its full name and principal post-office address.
Such certificate shall be executed by all of such persons or, in the case of a corporation
or limited liability company, by an authorized officer thereof, and acknowledged before
an authority qualified to administer oaths. Each town clerk shall keep an alphabetical
index of the names of all persons filing such certificates and of all names or styles
assumed as provided in this subsection and, for the indexing and filing of each such
certificate, shall receive the statutory filing fee for documents established in section 7-34a, to be paid by the person filing such certificate. A copy of any such certificate,
certified by the town clerk in whose office the same has been filed, shall be presumptive
evidence, in all courts in this state, of the facts contained in such certificate. The provisions of this subsection shall not prevent the lawful use of a partnership name or designation if such partnership name or designation includes the true surname of at least one
of the persons composing such partnership. This subsection shall not apply to: (1) Any
limited partnership, as defined in section 34-9, provided such limited partnership (A)
has (i) filed a certificate as provided for in section 34-10, or (ii) registered with the
Secretary of the State as provided in section 34-38g and (B) conducts or transacts business under the name stated in the certificate or registered with the Secretary of the State,
or (2) any limited liability company, as defined in section 34-101, provided such limited
liability company (A) has (i) filed articles of organization as provided for in section 34-120, or (ii) registered with the Secretary of the State as provided in section 34-223 and
(B) conducts or transacts business under the name stated in the articles of organization
or registered with the Secretary of the State. Any person conducting or transacting business in violation of the provisions of this subsection shall be fined not more than five
hundred dollars or imprisoned not more than one year. Failure to comply with the provisions of this subsection shall be deemed to be an unfair or deceptive trade practice under
subsection (a) of section 42-110b.
(b) No person shall use, in any printed advertisement, an assumed or fictitious name
for the conduct of such person's business that includes the name of any municipality in
this state in such a manner as to suggest that such person's business is located in such
municipality unless: (1) Such person's business is, in fact, located in such municipality;
or (2) such person includes in any such printed advertisement the complete street address
of the location from which such person's business is actually conducted, including the
city or town and, if located outside of Connecticut, the state in which such person's
business is located. This subsection shall not apply to the use of (A) any trademark or
service mark registered under the laws of this state or under federal law, (B) any such
name that, when applied to the goods or services of such person's business, is merely
descriptive of them, or (C) any such name that is merely a surname. A violation of the
provisions of this subsection by a person conducting business under an assumed or
fictitious name that includes the name of a municipality in this state shall be deemed
an unfair or deceptive trade practice under subsection (a) of section 42-110b. Nothing
in this subsection shall be construed to impose any liability on any publisher that relies
on the written assurances of a person placing such printed advertisement that such person
has authority to use any such assumed or fictitious name.
(1949 Rev., S. 6728; 1957, P.A. 96; 1967, P.A. 84; P.A. 75-68; P.A. 83-158, S. 2; 83-587, S. 52, 96; P.A. 89-252, S.
10, 11; P.A. 94-217, S. 32; P.A. 96-180, S. 110, 166; P.A. 98-101.)
History: 1967 act replaced $1 fee for filing certificate with "the statutory filing fee for documents established in section
7-34a"; P.A. 75-68 exempted limited partnerships from provisions of section, provided the partnership has filed certificate
required under Sec. 34-10; P.A. 83-158 made failure to register under section an unfair trade practice; P.A. 83-587 made
technical change, deleting language requiring that certificate be filed in town clerk's office of town where business is to
be conducted; P.A. 89-252 exempted limited partnership registered with secretary of the state as provided in Sec. 34-38g
from applicability of section; P.A. 94-217 made requirement that the certificate contain the full name and post-office
address of the entity using an assumed name and be executed by an authorized officer thereof applicable to a limited
liability company, designated provisions re inapplicability of section to any limited partnership as Subdiv. (1) and amended
said Subdiv. to add Subpara. (B) requiring as a condition for such exemption that the partnership conduct or transact
business under the name stated in the certificate or registered with the secretary of the state and added Subdiv. (2) re
inapplicability of section to any limited liability company if such limited liability company meets certain conditions; P.A.
96-180 amended Subdiv. (2)(B) to make technical change by replacing "certificate" with "articles of organization", effective
June 3, 1996; P.A. 98-101 designated existing provisions as Subsec. (a) and made technical changes, and added new Subsec.
(b) re use of name of municipality in fictitious business name.
See Sec. 7-34a re town clerks' fees.
Purpose of statute; failure to heed does not prevent enforcement of contract. 89 C. 293. Cited. 103 C. 25. Motor vehicle
registered under trade name; presumption that this section was complied with; whether failure to comply would bar recovery
in case of accident, quaere. 106 C. 256. Cited. 225 C. 923. Cited. 231 C. 707.
Cited. 20 CA 625. Cited. 21 CA 185. Cited. 23 CA 247. Cited. 30 CA 493. Because trade name is not an entity with
legal capacity to sue, corporation had no standing to litigate the merits of a case when it brought an action solely in its
trade name, without corporation itself being named as a party. 87 CA 474.