How to Form An LLC in New York in 7 Steps
An LLC is an unincorporated business organization of one or more persons who have limited liability for the contractual obligations and other liabilities of the business. The flexible management structure allows owners to shape the LLC to meet the needs of the business. The owners of an LLC are “members” rather than shareholders or partners. A member may be an individual, a corporation, a partnership, another limited liability company or any other legal entity.
This article is guiding you to start a LLC in New York. This content is not legal advice but just for informational purposes.
Table of Contents
Step 1 : Choose a Name for Your New York LLC
Your name of an LLC must include the words “Limited Liability Company” or the abbreviation “LLC” or “L.L.C.”
Your name of the LLC must be distinguishable from the names of other LLC’s, corporations or limited partnerships on file with the Department of State.
New York Section 204 of the Limited Liability Company Law contains a list of words and phrases that are prohibited or restricted in the name of an LLC. In addition, certain words and phrases require the consent or approval from other state agencies prior to filing the Articles of Organization with the Department of State.
To determine whether a proposed limited liability company name is available prior to filing the Articles of Organization with the Department of State, you may submit a name availability inquiry or reserve a name for 60 days by filing an Application for Reservation of Name. The filing fee is $20.
Step 2 : Provide an Address to Which Legal Files Can Be Forwarded and Choose Your Registered Agent
New York LLC must designate the Secretary of State as its agent for service of process. Provide an address to which the Secretary of State may mail a copy of any process received. “Process” means the papers that acquire jurisdiction of the LLC in a legal action.
A person can also appoint as additional registered agent to receive service of process for your LLC.
Step 3 : Filing The Articles of Organization
Articles of Organization must file with the New York Department of State Division of Corporations. You need the following information:
- Your LLC name
- The county in New York where LLC will be located
- A New York address where the Secretary of State should forward a copy of legal documents to the LLC
- The Organizer must sign the Articles of Organization
- Provide the name and address of the filer
The fee for filing the Articles of Organization is $200. It can be filed online, or by mail & fax.
Step 4 : Publication New York LLC in Two Newspapers
Section 206 of the New York State Limited Liability Company Law requires that within 120 days after the effectiveness of the initial articles of organization, a limited liability company (LLC) must publish in two newspapers a copy of the articles of organization or a notice related to the formation of the LLC.
After publication, two newspapers will provide you with an affidavit of publication. The Certificate of Publication, the filing fee, with the affidavits of publication of the newspapers attached, must be submitted to New York Department of State, Division of Corporations. The filing fee for Certificate of Publication is $50.
Step 5 : Create an Operating Agreement
New York operating agreement is a required document for each LLC to outline the way how it operated and is owned. The agreement should include LLC name, duration, the management, voting rights, officer appointments, and any other relevant items. After signing, each member should keep a copy as it is not filed with the Division of Corporations or any government office.
Step 6 : Apply for Employer Identification Number
LLC with one or more members, should obtain its own IRS Employer Identification Number (EIN). It is used to identify a business entity. Generally, businesses need an EIN. You may apply for an EIN in various ways, and now you may apply online.
Step 7 : Business Licenses
Depends on the nature of your business,, you may need to obtain permits or licenses before operate the business. You can visit the NYS Business Wizard to determine the requirements for your business and apply for the right license or permit.
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