Start an LLC in New York

Before you register an LLC, you need to decide on a name. Your LLC name can’t be too similar to the name of another registered business in New York. You can make sure your preferred name hasn’t been taken by searching the DOS Corporation and Business Entity Database.

New York LLC naming requirements

According to the NY Department of State requirements, your LLC name must:

• Include either “limited liability company,” “L.L.C.,” or “LLC.”
• Be unique among registered business names in New York.
• Not contain any of New York’s restricted words or phrases.

Reserving a business name in New York

If you want to guarantee that your preferred name is available when you form your LLC, you can file an Application for Reservation of Name to reserve the name for 60 days. You’ll submit the form to the NY Division of Corporations, along with a $20 filing fee.

Getting a DBA “Doing Business As” name

In addition to your official LLC name, you may want to register a DBA, which New York calls an assumed name. An assumed name is like a nickname for your business. For example, a business’ official name might be Marco’s Authentic Italian Eatery, LLC, but it might operate under the assumed name Marco’s Pizza. New York requires anyone using an assumed name to file a Certificate of Assumed Name, which costs $25.

Reserving a domain name

Before you register an LLC name, it’s a good idea to reserve a matching or complementary domain name. Otherwise when you’re ready to launch your business website, you could discover that your business name isn’t available as a domain. When you start an LLC with Northwest, you can add free domain registration for the first year.

Trademarking your NY LLC name

Registering your LLC name in New York doesn’t grant you legal rights to the name. If another business decides to use your name, there’s not much you can do unless you register a trademark. You can trademark your name within the state of New York by filing a NY Application to Register a Trademark, or protect your name nationwide with a federal trademark.

In New York, the Department of State is automatically appointed as the registered agent for every LLC. This means that if your LLC is ever served with legal mail, the Department of State will accept it and forward it to your business. However, many LLCs appoint a second registered agent to be the business contact with the Department of State.

NY registered agent requirements

According to New York law, a New York registered agent must be either:

• A New York resident or someone with a business address in New York.
• An LLC or corporation authorized to do business in New York.

You can appoint yourself as your own registered agent if you live in New York, but you’ll need to put your address on the public record and remember to update your address with the state any time you move.

Using a registered agent service

Even though the Department of State serves as the registered agent for all New York businesses, you should still consider appointing a second professional registered agent. Here’s why:

1. Privacy. On your Articles of Organization, you’ll need to include an address where the state can forward service of process. This address will go on the public record and be easy to access online. If you hire a registered agent service, their business address will go on the public record instead of your personal address.

2. Peace of mind. When a time-sensitive state or legal notice is sent to you, it’s important that you respond right away. Otherwise, you could face fines or other penalties. When you hire Northwest as your registered agent, you’ll receive instant notifications and same-day scans of all legal mail.

3. Protecting your image. Hopefully your LLC will never be served with a lawsuit, but if it is, you don’t want it to happen in front of customers or colleagues. Having a registered agent discreetly forward your legal mail can help protect your business’ reputation.

When you’re ready to officially create your LLC, you’ll submit New York LLC Articles of Organization with the DOS. You can file your Articles by mail, fax, in person, or through the Department of State Online Filing System. The state filing fee is $200 (Add $5 if using the paper form). Online filing has a slightly faster turnaround, and you’ll get an email of receipt from the state within minutes of submitting your filing.

Below is the information you’ll need to file your Articles:

Required:

• Company name. Must include “Limited Liability Company,” “LLC,” or “L.L.C.”
• County where the LLC is located. You’ll need to publish legal notice of your LLC in this county.
• Address where the Department of State will send service of process. Will go on the public record.
• Organizer’s name, mailing address, and signature. Your LLC organizer is the person who files your Articles of Organization. This doesn’t need to be a member of your LLC.

Optional:

• Email address.
• Business purpose.
• Management structure. Whether your LLC will be managed by its owners (member-managed) or by managers (manager-managed).
• Effective date. If you don’t want your LLC to become active immediately, you can add an effective date up to 60 days in the future.
• Dissolution date. Add a dissolution date if you want your LLC to dissolve on a fixed date in the future, or choose “perpetual” if not.
• Liability statement. You may add a clause stating that the LLC will compensate members or managers for expenses connected to proceedings against the LLC.

Member-managed vs. manager-managed LLC

In a member-managed LLC, all owners of the LLC (called LLC members) take part in running the day-to-day operations of the business. Alternately, in a manager-managed LLC, the members hire one or more managers who oversee the business in exchange for compensation. According to NY LLC § 401 (2022), a New York LLC is member-managed by default unless the Articles of Organization specifies that it will be manager-managed.

Expedited processing options

On average, the state’s regular processing time for Articles of Organization is 7 days. If you’re in a rush, you can pay extra for expedited filing:

• $25—Within 24 hours
• $75—Same business day
• $150—Within 2 hours of receipt

Or, have a registered agent file your Articles of Organization. When Northwest forms your LLC, we let you use our address on public documents, keeping your address off public record.

New York is one of just a few states that requires LLCs to publish a newspaper notice after filing Articles of Organization. You must complete the publication requirement within 120 days of forming your LLC. You can either publish a copy of your Articles of Organization or a notice announcing your LLC formation.

The New York publication requirement (per Section 206 of the New York LLC Law), requires that LLCs publish notice:

• In two newspapers (one weekly and one daily).
• For six consecutive weeks.
• In the county where the principal business address is located.

After your notice has run for six weeks, the newspapers should mail you an Affidavit of Publication—proof that you’ve met the publication requirement. You’ll send the Affidavit of Publication to the Department of State, along with a Certificate of Publication and a $50 filing fee. You’ll also need to pay a publication fee to the newspapers themselves.

Wondering what happens if you don’t publish? Well, the state could dissolve your LLC. So even though the publication requirement is annoying (and pretty retro), it’s still important that you fulfill it.

NY LLC publication cost

Publication fees vary widely depending on the location. In New York City, publication fees can cost upwards of $1,000. While you must publish in the county where your principal office address is located, you can save money by appointing Northwest as your registered agent and using our Albany address on your Articles of Organization. That way, you can meet the publication requirement in Albany, where publication fees are closer to $100.

New York law requires LLCs to create a written operating agreement. An operating agreement is a contract between all members of your LLC that establishes the rules and structure of your business.

You can customize your operating agreement to meet your LLC’s needs, but there are a few subjects all operating agreements should cover:

• Allocation of profits and losses
• Initial investments
• Voting rights and decision-making powers
• Management structure
• Rules for transferring LLC ownership
• Rules for handling dissolution

It’s a good idea to consult a lawyer before you finalize your operating agreement. Northwest offers free, attorney-drafted New York operating agreement templates you can use to get started.

An EIN (Employer Identification Number) is an IRS-issued tax ID number that most companies need. It’s sort of like a social security number for your business. Multi-member LLCs, LLCs taxed as corporations, and all businesses with employees are required to get an EIN. You can apply for an EIN directly from the IRS for free. If you have a social security number, you can apply online and receive your EIN immediately. Without a social security number, you’ll need to submit Form SS-4 by mail or fax or call 267-941-1099.

If you’d rather skip the hassle, you can also hire Northwest to get your EIN.

Most new LLCs will need to file a Beneficial Ownership Information (BOI) Report within 90 days of formation. This is a new federal requirement intended to combat scams and money laundering. On the BOI Report, you’ll need to disclose identifying information about your company applicant and all beneficial owners to the Financial Crimes Enforcement Network (FinCEN). You can file this report for free through the FinCEN.gov website. Or hire us to file for you for $9.

After you’ve registered your LLC in New York, you’ll have to maintain your LLC to stay compliant and in good standing with the state. Here are some next steps to be aware of.

Opening a bank account

All LLCs, even LLCs with a single owner, need to have a business bank account. Why? An LLC has limited liability because it’s a distinct legal entity, separate from its members. Mixing personal and business finances erodes the separation between your LLC and yourself and puts your LLC’s limited liability in jeopardy.

To open a bank account for your New York LLC, you’ll need to bring the following to the bank:

• New York LLC Articles of Organization (a copy is fine)
• LLC operating agreement
• EIN
• LLC Resolution to Open a Bank Account (multi-member LLCs only)

Note: Each bank has its own requirements, so it’s a good idea to call ahead and find out the exact documents you need.

New York State tax requirements

After forming your LLC, you’ll get a Request for Information form in the mail from the New York Department of Taxation and Finance. You’ll need to complete this form and send it back to create your business tax account. If your LLC sells taxable goods or services, you’ll need to collect sales tax. The New York sales tax rate is currently 4%, but some municipalities charge an additional sales tax.

New York LLCs must pay an annual filing fee to the Department of Taxation, which is based on your LLC’s gross income. The fee is $25 for LLCs with a gross income of less than $100,000 and goes up from there.

Licenses and permits

Depending on your industry and location, you may need one or multiple business licenses or permits. Here are some licenses and permits that may be required for your business:

• Professional license (For regulated industries such as medicine, law, construction, etc.)
• Home Occupation permit (For home-based businesses)
• Fire Department permit
• Health Department permit
• Zoning permit

You should also check with your city and county government to see if they require a general business license.

New York Biennial Statement

Every two years, New York LLCs are required to file a NY Biennial Statement with the Department of State. The purpose of this report is to keep the state up-to-date on who owns your LLC and how to contact you. The DOS requires Biennial Statements to be submitted through the Department of State website, during the anniversary month of the company’s formation. (For example, an LLC formed in January 2024 would need to file its first Biennial Statement during January 2026.) The state filing fee is $9.

If you’re worried you’ll forget, you can hire us to file your Biennial Statement for you. We’ll notify you 90 days before the report is due.

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*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.