New York LLC
To start an LLC in New York, you must file Articles of Organization with the New York Division of Corporations, State Records and Uniform Commercial Code. You can file the document online or by mail. The Articles of Organization cost $200 to file. Once filed with the state, this document formally creates your New York LLC. However, to actually ready the LLC to do business, you must complete several additional steps.
Everything You Need to Know About New York LLCs:
New York LLC Formation Options
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How to Start an LLC in New York
To start an LLC in New York, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Organization with the New York Division of Corporations, State Records and Uniform Commercial Code. You can file the document online, in person, by fax, or by mail. The articles cost $200 to file. Once filed with the state, this document formally creates your New York LLC.
According to New York LLC Law § 301 (2019), the New York Secretary of State is automatically designated as registered agent (also called “Agent for Service of Process”) for your LLC. However, it’s a very good idea to list an additional agent of your own. You don’t need to hire one, but if you do, make sure your registered agent will list their address on your articles wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your LLC. But you’ll need to know if your preferred name is available. To find out, visit the Department of State Business Entity Database and search until you find the perfect name for your LLC.
Once you know who your registered agent will be and what your LLC name is, you’re ready to file your New York Articles of Organization. Follow along with our filing instructions below:
Filing the New York LLC Articles of Organization
Learn more about each Articles of Organization requirement below. Note that the information you provide becomes part of the public record—permanently.
Or skip the form entirely and hire us to form your New York LLC. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private. And the most affordable way to start a business? Pay just $44 out the door with our VIP monthly payment option.
1. Company Name
Your name must include “Limited Liability Company” or an abbreviation. Most businesses keep it simple with “LLC.” NY LLC L § 204 (2019) also contains a long list of words and phrases you can’t use in your name—mostly words that suggest your business is something it isn’t (“corporation,” “state police,” etc.) or does something that requires licensing or approval you don’t have (“bank,” “finance,” “doctor,” etc.).
2. New York County
List the county where your LLC is located. This will determine which newspapers you’ll have to publish your notice of formation in (more about that later). Tip: When you hire Northwest, you can list our Albany address and save hundreds compared to New York City.
3. Registered Agent and Office
Although state statute NY LLC L § 301 (2019) automatically designates the Secretary of State as an agent for your LLC, you may (and should) list an additional address for copies of legal notifications to be sent—after all, the Secretary of State has to wade through thousands of documents and process servers.
Your New York registered agent must be available during business hours to accept legal notices for your LLC. You can list yourself, someone else, or a service like Northwest. Naturally, we recommend Northwest. Tip: Hire Northwest as your registered agent and reap the benefits: years of experience, dedication to our clients, and of course, our Albany address.
4. New York LLC Organizer
Your organizer (called a “filer” on the paper document) is the person who signs and submits your Articles of Organization. The organizer doesn’t have to be a member, manager, or anyone connected to the LLC. Tip: We’ll be your organizer when your hire Northwest.
The paper form is very brief, but the online form offers multiple optional sections that you are free to skip over, including the following:
Purpose: If you want your business to have a general purpose (essentially “transacting business as allowed by NY law), you can tick this box.
Management Structure: If you file online, you’ll be asked if your LLC is managed by members or managers. Most LLCs are managed by members, but if you don’t plan to run the day-to-day operations, you can turn over decision-making power to one or more managers.
Effective Date: Most businesses begin their existence as soon as their articles are approved. If you want to push off your start date a bit (maybe if the next tax year is just around the corner), you can list a date up to 60 days in the future.
Dissolution: Want your business to continue indefinitely? Select “perpetual existence” on the online form. Prefer to put a self-destruct timer on your business? You can list an end date for your New York LLC in your Articles. Tip: Most LLCs are perpetual.
Liability Statement: If filing online, you also have the option to include a clause stating that the LLC will compensate members or managers for expenses (like attorney fees) incurred in connection to any sort of claim, lawsuit, or proceeding against the LLC.
Why Have a Registered Agent Form Your New York LLC?
Professionals in New York hire registered agent services like Northwest Registered Agent to start an LLC—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. Our office is in Albany, NY. We’re on a first name basis with the people who work in the Division of Corporations, State Records and Uniform Commercial Code. We know all the fastest filing methods, which translates to fast, professional service—without extra fees.
As your registered agent, we list our Albany registered office address on your LLC’s formation documents. Why? If you’re starting a business from your apartment in Brooklyn, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding, Business Address and More
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 5 pieces of regular mail per year; $15 a doc after that).
Plan on accepting credit cards? We also offer a Free Credit Card Processing Consultation. Our specialists work with processors to negotiate low rates and better contracts for our clients.
And now, try our in-house Northwest Phone Service for 60 days, free of charge with our formation service. Get a virtual phone number with your choice of area code, make and receive calls from any device, and more—for just $9 a month.
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your LLC in New York. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My New York LLC Is Formed?
After your New York Articles of Organization are approved, you still have a few more important steps to take, including publishing a notice, getting an EIN, drafting an operating agreement, opening a bank account, funding the LLC and learning about state reporting and tax requirements.
Publish Your Notice
New York requires you to run an ad in two different newspapers announcing the formation of your LLC.
What are the publishing requirements for New York LLCs?
Section 206 of the NY LLC law requires LLCs to publish their articles or a notice of formation in two local newspapers within 120 days of formation. Publication must be done once a week for six consecutive weeks in two newspapers in the county where your LLC is formed. You’ll have to pay for publishing, and fees can be hundreds of dollars.
Once completed, those newspapers, will provide you with Certificates of Publication. File these with the New York Department of State, Division of Corporations, and pay the filing fee of $50.
How do I complete the New York LLC publication requirements?
You’ll need to create a notice and submit it to newspapers in the county where your LLC was formed. It’s useful to keep your notice short, as many newspapers charge by the letter or word. Below, we’ve provided a generic example of an ad (required info in bold caps).
YOUR LLC. Art. Of Org. filed with the SSNY on YOUR FORMATION DATE. Office: COUNTY WHERE FORMED. SSNY designated as agent of the LLC upon whom process against it may be served. SSNY shall mail copy of process to the LLC, YOUR PRINCIPAL ADDRESS (or ours, if you use us). Purpose: Any lawful purpose.
How can I save money on my New York LLC publication requirement?
Because New York LLCs are required to publish a formation notification in a local newspaper, the county you form your business in can save or cost you hundreds of dollars. For example, an LLC formed in an expensive area like NYC will have a huge publication fee right off the bat if they use their NYC address on their formation documents.
Our registered agent office is in Albany. If you hire us, we’ll use our address on your formation documents and you can save hundreds by publishing a notification in an Albany paper (see our New York LLC Publication Guide for details). If you want to use your own NYC address on all documents, you can simply file an amendment after you publish your LLC notification. It’s a straightforward process and our Corporate Guides® are ready to help should you have any questions.
Get an EIN
An EIN (“Employer Identification Number”) is a federal tax ID assigned to your business by the IRS. The IRS uses your EIN to easily identify your business on tax filings.
Does a New York LLC need an EIN?
You’ll need a federal tax ID if you want to hire employees, be taxed as an S corporation, or file certain federal excise returns. Just about every bank will require you to have an EIN for your New York LLC. To fill out local tax filings or permit and license applications, you’ll often need an EIN as well. While you can sometimes use your personal social security number instead, why put your personal information at risk when you don’t have to?
How do I get an EIN for my LLC?
You can apply for an EIN directly from the IRS at no cost. Most businesses are able to apply online, but if you don’t have a social security number, you’ll need to apply with a paper form. Want one less thing to do? Add on EIN service when you hire us, and we’ll get your EIN for you. Or choose our VIP service—an EIN is included.
Write an LLC Operating Agreement
Operating agreements put into writing how your business actually operates—how much each member invested, how profits and losses will be allocated, how voting works, and what happens if there’s a dispute or if the whole business (knock on wood) falls apart.
Do I need an operating agreement for a New York LLC?
Yes. According to state statute, NY LLC L § 417 (2019) members of an LLC SHALL adopt a written operating agreement. Additionally, NY LLC L § 1102 (2019) requires that each Domestic LLC maintain a copy of that written operating agreement.
That said, an operating agreement isn’t just annoying paperwork. It’s one of your LLC’s most important internal documents, and creating one can help your LLC with everything from opening a bank account to handling major events from mergers to dissolution.
What should be in an operating agreement?
An operating agreement should explain how the business will handle “big picture” situations—everything from allocating profits and losses to dissolving the business. Below is a list of common topics that operating agreements should cover.
Profits, losses, and distributions
Voting rights, decision-making powers, and management
Transfer of membership interest
Dissolving the business
Your operating agreement can cover pretty much anything as long as it isn’t contrary to New York law. Topics not allowed to be changed in the operating agreement are listed in the New York statute NY LLC L § 417 (2019), which forbids things like writing a provision that protects management for wrongs they’ve already committed and eliminating obligations of good faith.
How do I write an operating agreement?
To write an operating agreement, you need to address how your business will handle money, members, votes, management, and more. Not sure how to get started? At Northwest, we’re here to help your LLC get off on the right foot. When you hire us, we provide your business with a free LLC operating agreement, specific to your management style. We’ve spent years developing these agreements and other free LLC forms—which have been used by over a million LLCs.
Open an LLC Bank Account
Your LLC needs its own bank account. Why? An LLC gets its limited liability from being a distinct entity, separate from its members. If you mix personal and business finances, you could lose your liability protections.
How do I open a bank account for my New York LLC?
To open a bank account for your New York LLC, you will need to bring the following with you to the bank:
A copy of the New York LLC Articles of Organization
The LLC operating agreement
The LLC’s EIN
If there are multiple members in the LLC, you may also want to bring an LLC resolution to open a bank account that states that the person going to the bank is authorized by the members to open the account in the name of the LLC. Northwest can help with this as well—LLC bank resolutions are one of the many free legal forms we provide to ensure you can get your LLC started fast.
Fund the LLC
Time to put some money in that new LLC bank account. What money? For starters, your initial contributions to your LLC’s capital. LLC members are owners, and each owner needs to pay for their membership interest to fund the LLC.
What is membership interest?
Membership interest is your percentage of ownership of the LLC. Membership interest is normally proportionate to your investment. So how does this work?
Imagine your LLC has 5 members. 4 members each invest $1,000 in the business. One member invests $6,000. The total contribution of all members is $10,000. The 4 members each own 10% of the business. The moneybags member who shelled out $6,000 owns 60% of the business.
Typically, this also means that the 4 members would each get 10% of any profits, and moneybags would get 60%. Exactly how profits and losses are allocated, however, can be adjusted in the operating agreement as long as changes are in line with IRS requirements and New York laws.
File New York Reports & Taxes
New York LLCs are required to file a Biennial Statement every other year. This statement is basically an information update you file so the state knows who currently runs things and how to contact your business. New York LLCs are also subject to state tax filing requirements.
How much is the New York Biennial Statement fee?
The fee for the New York LLC Biennial Statement is $9. There is no late fee if you miss, but your LLC will be reported as past due on any Certificate of Status issued by the state, which may effect certain business transactions.
When is the New York Biennial Statement due?
The filing period for your New York Biennial Statement is the month in which your original Articles of Organization were filed. It’s due every other year.
When you sign up for Northwest, we send you reminders for your Biennial Statement due dates. Want one less thing to worry about? With our business renewal service, we can complete and submit your Biennial Statement for you for $100 plus the state fee.
What should I know about New York LLC taxes?
New York uses a progressive scale to determine personal net income taxes, which ranges from 4% to 8.82%. The state also has a 4% sales tax—although cities and counties can stack on local sales taxes as well. The maximum total sales tax tops out at 8.88% (which you can find in, you guessed it, New York City), but the average total sales tax is 7.959%.
Most LLCs are taxed as either partnerships or S corporations (pass-through), so you shouldn’t have to worry about corporate net income taxes, right? Well, not exactly. While you won’t pay the actual corporate net income tax, New York has still found a way to tax your income at the entity level with its Annual Filing Fee. This fee ranges from $25 for LLCs with income of or below $100,000 in the previous tax year, to $4,500 for LLCs with income of more than $25,000,000.
Property taxes are also worth a note—Although New York does not collect property taxes at the state level, it does at the local level. The average effective property tax rate is 1.68%. If you do decide to invest in New York property, your attorney will likely advise creating an LLC to protect your personal assets. At Northwest, we can form your New York LLC for as low as $425. Or, pay just $44 out the door with our VIP monthly payment option.
Do LLCs have to register with the New York Department Taxation and Revenue?
Yes. After you register your LLC with the Department of State, the Tax Department will send you a Request for Information questionnaire. The tax department uses this information to establish your business account.
New York LLC FAQs
How can I submit the New York LLC Articles of Organization?
You can file New York articles online, by mail, in-person, and yes, even by fax. In person and mailed filings must be submitted to the following address:
New York Department of State,
Division of Corporations, State Records and Uniform Commercial Code
One Commerce Plaza
99 Washington Avenue,
Albany, NY 12231-0001
Fax: (518) 474-1418
How much does it cost to start a New York LLC?
The filing fee for your New York LLC Articles of Organization is $200.
Hire Northwest for a one-time fee of $425, including state filing fees, a year of registered agent service, limited mail forwarding and loads of useful forms and tools to help get your New York LLC up and running. Or, pay just $44 out the door with our VIP monthly payment option.
Note: Within the first few months after formation, you’ll also have to pay for publishing a notice of your formation in local newspapers (prices vary by newspaper) and for filing a Certificate of Publication ($50).
How long does it take to start a New York LLC?
Online or in-person filings are processed immediately. Filing by mail or fax can take up to a month to process, not including mailing time.
If you hire Northwest to start your LLC, we file online and typically have your New York LLC formed within 24 hours.
Does a New York LLC need a business license?
While New York doesn’t have a state-level business license, some cities and counties require business licenses. For example, Albany only requires licenses for specific business activities, such as Taxicabs and Pool Halls. Bufallo, New York requires licenses for lots of businesses, like food trucks and sightseeing buses.
Need an EIN or a certified copy of your formation docs for your license applications? Northwest can help. You can easily add on these items to your LLC formation order.
Can a New York LLC help me live more privately?
Yes. While you can’t remove all ownership information from New York public filings (like you can in states like New Mexico, Delaware, and Wyoming), a New York LLC can still help you reduce your public footprint. You can maintain a significant degree of address privacy by listing our address on public docs instead of your own. Check out our page on living privately with an LLC to learn more.
What is a foreign New York LLC?
A foreign New York LLC is any LLC formed outside of New York but registered to do business in the state. For example, if you formed an LLC in Connecticut but wanted to conduct business in New York as well, you would register as a foreign LLC in New York by filing an Application for Authority with the New York Secretary of State. Like domestic LLCs, foreign LLCs in the state have to file New York Biennial Statements. Northwest can register your foreign New York LLC for you today!
How can I get a New York phone number for my LLC?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your LLC, and maintaining service is just $9 monthly after that. No contract required.
How to Order LLC Formation Service
Our New York LLC formation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
With Northwest, we give you flexibility on how to pay. You can pay all the fees up front (this includes one full year of registered agent service). Or, pay just $44 out the door with our VIP monthly payment option. With our VIP option, we also include an EIN. Just choose one of the buttons below, answer a few easy questions about your business and submit your payment.
We’ll prepare your New York Articles of Organization and send them to the Division of Corporations, State Records and Uniform Commercial Code. for approval. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the New York Division of Corporations, State Records and Uniform Commercial Code has approved your filing, we notify you that your New York LLC has been legally formed. You can now take any necessary next steps, like getting an EIN and opening a bank account.