Do I need a lawyer to Form a LLC in New York? |
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The short answer is no.
The state of New York does not legally require a lawyer to form a
New York Limited Liability Company (LLC).
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The short answer is no.
The state of New York does not legally require a lawyer to form a
New York Limited Liability Company (LLC).
Our detailed LLC Information page may help you understand some
of the implications of forming a New York LLC.
However, if there is anything about Forming a LLC in New York
that you're not sure about you should seek the advice of a competent New York lawyer, a New York accountant,
or a New York Business advisor before you form a LLC in New York.
Once you have made the decision to Form a LLC in New York, a New York lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and save money that you can use in your new
New York Limited Liability Company.
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Do I have to Reserve a Company Name before I Form a LLC in New York?
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You are not legally required to reserve a Company Name for a new New York LLC before you submit your application to
Form a LLC in New York.
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You are not legally required to reserve a Company Name for a new New York LLC before you submit your application to Form a LLC in
New York.
Whether or not you need to reserve a company name for your new New York LLC depends entirely on your business situation.
The New York Secretary of State uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that New York Company Name.
Click here for more information on
New York Company Name Reservation
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What if the New York LLC Name I want is already taken?
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If the Name you have chosen for your new New York LLC is already in use by a currently active
New York Corporation or LLC, and you still want to use that LLC Name, then you will have to register a DBA Name with the New York Secretary of State. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new New York LLC is available before we submit
your new LLC filing to the New York Secretary of State.
If necessary we can register a DBA Name in New York for you so that you can open your new New York business as quickly as possible.
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What do I have to do to Form a LLC in New York?
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6 things you have to do in order to Form a LLC in New York.
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6 things you have to do in order to Form a LLC in New York.
1. Choose a name for your New York LLC
2. Select an official address and a Registered Agent for your New York LLC
3. Determine who will be Members and who will Manage your New York LLC
4. Determine how you want your New York LLC to be taxed
5. File Articles of Organization with the New York Secretary of State
6. Get a Federal Employer Identification Number (FEIN)
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1. Choose a name for your New York LLC
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Your New York LLC name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the New York LLC name that you choose must be distinguishable from the name of any other registered New York LLC or other
registered New York business entity, such as a New York Corporation or LLP.
The LLC name must also be different from any reserved names on record with the state of New York.
Your New York LLC name must not imply that it was formed for a purpose other than that stated in your
Articles of Organization;
and your New York LLC name must not be a name that is likely to mislead the public.
The name of a New York LLC must include the word "LLC" or
"Limited Liability Company" or an abbreviation of one of these words.
It's important to choose a good name for your New York LLC because if you want to change it after you
Form a LLC in New York you
will have to file amended Articles of Organization with the New York Secretary of State (and pay a fee).
We will:
- Check to make sure that your New York LLC name is available
- Make sure your New York LLC name conforms to state of New York regulations
- Reserve your New York LLC name with the New York Secretary of State
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2. Select an official address and a Registered Agent for your New York LLC
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Every New York LLC must have an address that is physically located in the state of New York.
This address is "registered" with the New York Secretary of State.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of New York to receive all correspondence on behalf of the New York
LLC is called a "Registered Agent" or "Agent for Service of Process".
You may act as your own Registered Agent, however, many New York LLCs hire a Registered Agent because they don't have a physical
address within the state of New York or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your New York LLC.
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3. Determine who will be Members and who will Manage your New York LLC
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The owners of a New York LLC are called Members - not Partners or Shareholders.
(a New York Limited Liability Company does not issue stock).
Members make all business decisions and realize the financial benefits generated by the New York LLC.
Division of ownership and distribution of profits are decided by private agreement among the Members.
Each New York LLC must have at least one Member.
Members need not live in the state of New York or be citizens of the United States.
Managers are responsible for the day to day operation of the New York LLC.
Members elect or appoint Managers and have the power to remove them.
Managers may or may not be Members of the New York LLC.
Management for your New York LLC may be defined in your Articles of Organization or, more commonly, in an Operating Agreement.
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4. Determine how you want your New York LLC to be taxed
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The IRS does not recognize a Limited Liability Company as a classification for federal tax purposes.
New York LLC Members can elect for the IRS to tax the LLC as a sole proprietorship, partnership, C Corporation, or S Corporation.
This decision may be made after the New York LLC is created.
If a single Member New York LLC does not declare a tax classification it is taxed the same as a sole
proprietorship.
A multiple Member New York LLC that does not declare a tax classification is taxed as a general partnership.
More specific federal LLC tax information can be found at the
IRS web site.
- If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your New York LLC and include it with
your LLC formation documents.
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5. File Articles of Organization with the New York Secretary of State
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A New York Limited Liability Company is a type of business that is authorized by the state of New York - not by the federal government.
In order to form a LLC in New York you must file Articles of Organization with the New York Secretary of State.
The Articles of Organization must include certain specific information about your New York LLC.
If the Articles do not conform exactly to state of New York requirements they will be rejected.
You may subsequently amend the Articles of Organization for your New York LLC but you will have to pay a fee to the state of
New York in order to make the changes official.
- We can prepare and file your Articles of Organization with the New York Secretary of State.
We've been doing it for over 10 years.
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6. Get a Federal Employer Identification Number (FEIN)
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A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your New York LLC.
All New York LLCs electing to be taxed as a C-Corporation or S-Corporation are required to have a FEIN.
If you do not elect to have your New York LLC taxed as a Corporation you may still need to get a FEIN if it is composed of multiple members or
if you plan to have employees.
If you plan to form a Single Member New York LLC you may not need a separate FEIN for the LLC if you have no employees.
The sole Member of a Single Member New York LLC may be able to use his or her Social Security Number instead of applying for an FEIN.
You may request a FEIN for your New York LLC for banking or state tax purposes, but an FEIN may not be required for federal tax purposes depending
on your business circumstances.
- We can get a FEIN for your New York LLC as soon as it is approved by the New York Secretary of State.
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What do I have to do after I form my New York LLC? |
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6 things you have to do after you Form a LLC in New York.
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6 things you have to do after you Form a LLC in New York.
1. Conduct an Organizational Meeting and adopt an Operating Agreement
2. Open a Business Bank Account in New York for your NY LLC
3. Obtain Business Licenses from the cities and counties in which you plan to do business
4. File the required New York LLC reports
5. Keep proper records of your New York LLC on file
6. Publish a notice of new LLC filing in a newspaper in the state of New York
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1. Conduct an Organizational Meeting and adopt an Operating Agreement
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An Operating Agreement defines the rules by which your New York LLC will operate.
It is the core document that is referred to when issues concerning your LLC need to be resolved.
Operating Agreements may include requirements for almost anything that involves the management and operation of your New York LLC.
By having an Operating Agreement all Members will be provided with a clear set of rules they have agreed upon thus reducing the likelihood of
disagreement in the future.
Items commonly included in an Operating Agreement for a New York LLC:
- Rights and duties of Members
- Member contributions
- Record keeping and reporting requirements
- Distribution of profits
- Allocation of losses
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- Management duties
- Meeting requirements
- Voting requirements
- Admission and termination of Members
- Dissolution procedures
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Although an Operating Agreement is not required in the state of New York, if you plan to form a multiple Member New York LLC
it is highly advisable to have one.
Having an Operating Agreement will save you a lot of time and money should conflict arise down the line.
As your New York LLC grows over time, you may amend your Operating Agreement as necessary.
When your New York LLC has an Operating Agreement your business will be governed by your own rules and not some canned business rules created by
the state of New York.
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2. Open a Business Bank Account in New York
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It's very important that you have a separate business bank account for your New York LLC.
Mixing personal and business funds may get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account for your New York Limited Liability Company.
Specific requirements vary from bank to bank.
In most cases you will need a FEIN, a copy of your New York LLC Articles of Organization, and a resolution identifying authorized signers
if those names are not listed in the Articles.
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3. Obtain Business Licenses from the cities and counties in which you plan to do business
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Note that forming a New York LLC doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A New York LLC merely creates an ownership structure that limits the owner's personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your New York LLC you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your New York LLC vary depending on your business activities
and the specific locations within the state of New York in which you want to conduct business.
If your New York LLC will be selling products in New York you may be required to obtain a Reseller's Permit from the appropriate
New York state agency.
If your New York LLC will be selling products in New York you will also be responsible for all applicable local and state of New York
sales taxes if there are any.
- We can research and prepare the necessary forms for your required business licenses and permits and include them in your New York LLC package.
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4. File the required New York LLC reports
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Each New York LLC must file a with the New York Secretary of State.
The New York includes basic information about your New York LLC.
Failure to submit a properly completed New York to the New York Secretary of State on or before the
due date may subject the New York LLC to being administratively dissolved in the state of New York or having its authority to
transact business in the state of New York revoked by the New York Secretary of State.
Penalties may accrue if you fail to file any New York LLC to the New York Secretary of State
by the due date.
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5. Keep proper records of your New York LLC on file
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Keep the following records on file and available at the principal business office of your New York LLC:
- Names and addresses of all Members and Managers of the New York LLC
- Articles of Organization for the New York LLC and any Amendments to them
- Copies of all tax returns and reports for the New York LLC for the last 3 years
- If the New York LLC has an Operating Agreement, a copy of the Operating Agreement and any Amendments
- Copies of any LLC Resolutions which have been adopted by the New York LLC
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6. Publish a notice of new LLC filing in a newspaper in the state of New York
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The New York Limited Liability Compamy Law requires all new LLCs to publish a formation notice within 120 days of formation.
Publication must be done once a week for six successive weeks in two newspapers in the county in which the office of the New York LLC is located. One newspaper must be printed daily and the other printed weekly.
The newspapers must be designated by the county clerk.
The printer or publisher of each newspaper will provide you with an Affidavit of Publication. A Certificate of Publication, with the Affidavits of Publication attached, must be filed with the Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Suite 600, Albany, NY 12231. The fee for filing the Certificate of Publication is $50. The Certificate of Publication forms are available on the NY Department of State's website. |
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What information do I need in order to Form a LLC in New York? |
In order to Form a LLC in New York you'll need certain specific information about your new Company
including the LLC name and address; and the name and address of the new New York LLC's Registered Agent.
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In order to Form a LLC in New York you'll need the following information about your new Company:
- The name of your new New York LLC along with your second choice of a name in case the name that you want is not available
- Physical addess of the LLC office in New York (not a PO Box)
- Name and address of your New York Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with your New York LLC
You do not have to name the Members of a
New York LLC in the Articles of Organization.
While you are not required to name the Members of a new New York LLC you still may include Member information with your initial
New York LLC filing.
Remember - ALL the information that you provide when you Form a LLC in New York becomes part of the public record.
Our data entry forms include the absolute minimum amount of information that is required in order to Form a Limited Liability Company in New York.
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How long does it take to Form a LLC in New York? |
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Processing times for new New York LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new New York Articles of Organization takes the state around 3 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your New York LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE NEW YORK SECRETARY OF STATE PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the New York Secretary of State.
In our experience 3 business days is the time it usually takes the New York Secretary of State to process
a new New York LLC application.
We get your New York LLC application to the NY Secretary of State ASAP. Once it is at the state we have no control over the new New York LLC application process.
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Are there any Expedited Processing Options for new NY LLC Filings?
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For $50 we can get your New York LLC filing approved by the NY Secretary of State within 24 hours of the time that you submit your order.
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How much does it cost to Form a LLC in New York? |
The state of New York charges $335.00 to form a new LLC.
This is the cost of filing and getting a Certified Copy of your Articles of Organization from the NY Secretary of State.
If you choose All Business Documemnts to help you form your LLC in New York, our processing fees are $125.00.
We start processing your new New York LLC order as soon as we get it.
Total cost includes:
- Name Check and Reservation
- Prepare Articles of Organization
- File Articles of Organization with the New York Secretary of State
- Certified Copies of Articles
- New York LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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New York Foreign LLC Qualification |
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You want to do business in the state of New York but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of New York you must register with the New York Secretary of State as
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You want to do business in the state of New York but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of New York you must register with the New York Secretary of State as
a New York Foreign LLC.
The process of registering as a Foreign LLC in the state of New York is called New York LLC Foreign Qualification.
The process of New York LLC Foreign Qualification is similar to the process of forming a Domestic LLC in the state of New York.
Your original formation documents (usually called Articles of Organization) and Corporate Bylaws apply to your New York Foreign LLC.
The Members and Managers of your Domestic LLC have the same roles in the New York Foreign LLC.
Click here for specific requirements for
New York LLC Foreign Qualification.
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