Your procedures may differ for “unregistered businesses” (such as sole proprietorships and certain partnerships) that use an assumed name compared to registered business entities (corporations, limited liability companies, etc.) that use an assumed name. Unregistered businesses are not required to register with the Secretary of State, including sole proprietorships and general partnerships. Types of business entities that must register with the Secretary of State include for-profit and not-for-profit corporations, limited liability companies (LLCs), limited partnerships (LPs), limited liability partnerships (LLPs), and professional corporations (PCs).

Assumed Name Filings

Unregistered businesses must file a certificate with a county clerk’s office under the Assumed Business Name Act before using an assumed name. (Also note that professional corporations (PCs) using assumed (or “fictitious”) names must file with the county clerk, like unregistered businesses. 805 ILCS 10/9.) The filing process also includes publishing notice in a newspaper for three weeks. After the three week publication period, the business must provide proof of publication to the county clerk’s office, which will issue a receipt. 805 ILCS 405/1. Note that even if a business has failed to register its assumed name, it can still sue and be sued. Thompson v. Patrick Cadillac, 187 Ill. App. 3d 104, 108 (2nd Dist. 1989). 

If your customer is an unregistered business, we recommend obtaining the business’s assumed name certificate issued by a county clerk at account opening.

Registered businesses must file assumed name applications with the Secretary of State before using names other than their legal names. There is no three-week publication period, as registered businesses simply must submit the correct form and fee to the Secretary of State to adopt an assumed name. See Business Corporation Act (805 ILCS 5/4.15), Limited Liability Company Act (805 ILCS 180/1-20), and Uniform Limited Partnership Act (805 ILCS 215/108.5).

If your customer is a registered business entity (such as a corporation or LLC), we recommend obtaining the business’s assumed name registration issued by the Secretary of State at account opening.

Customer Identification Program (CIP) Requirements

For any business, the CIP regulations require you to collect the following information from every business: (1) name, (2) address (principal place of business, local office, or other physical location), and (3) taxpayer identification number. 31 CFR 1020.220(a)(2). In addition, FFIEC’s BSA/AML Examination Manual recommends that you obtain “articles of incorporation, a corporate resolution by the directors authorizing the opening of the account, or the appointment of a person to act as a signatory for the entity on the account” for all business accounts. Business Entities (Domestic and Foreign)—Overview.

Note that if the customer is a sole proprietorship, he or she may not need a separate taxpayer identification number. As stated in the IRS publication “Understanding Your EIN,” sole proprietorships generally need not obtain Employer Identification Numbers (EINs), unless the business will be filing employment or excise tax returns. IRS Publication 1635, page 3.

BSA/AML Reporting Requirements

Also note that you may be required to aggregate the transactions of the customer, even if they are performed under different assumed names. See FinCEN Guidance, FIN-2012-G001 — Currency Transaction Report Aggregation for Businesses with Common Ownership (March 16, 2012). FinCEN has also released a ruling that details the CTR filing requirements as to sole proprietorships operating under an assumed (or “doing business as”) name. Ruling, FIN-2008-R001 — Reporting of Certain Currency Transactions for Sole Proprietorships and Legal Entities Operating Under a “Doing Business As” (“DBA”) Name (January 25, 2008).