Form a New York LLC
Choosing a company name is the first and most important step in starting your LLC. Be sure to choose a name that complies with New York naming requirements and is easily searchable by potential clients.
1. Follow the naming guidelines:
- Your name must include the phrase “limited liability company,” or one of its abbreviations (LLC or L.L.C.).
- Your name cannot include words that could confuse your LLC with a government agency (FBI, Treasury, State Department, etc.). Restricted words (e.g. Bank, Attorney, University) may require additional paperwork and a licensed individual, such as a doctor or lawyer, to be part of your LLC. Learn more about NY LLC naming guidelines here.
- Restricted words (e.g. Bank, Attorney, University) may require additional paperwork and a licensed individual, such as a doctor or lawyer, to be part of your LLC.
2. Is the name available in New York? Make sure the name you want isn't already taken by doing a name search on the State of New York website.
3. Is the URL available? We recommend that you check to see if your business name is available as a web domain. Even if you don't plan to make a business website today, you may want to buy the URL in order to prevent others from acquiring it.
After registering a domain name, consider setting up a professional email account (@yourcompany.com). Google's G Suite offers a business email service that comes with other useful tools, including word processing, spreadsheets, and more. Try it for free
FAQ: Naming an LLC
What is an LLC?
LLC is short for Limited Liability Company. It is a simple business structure that offers much more flexibility than a traditional corporation, while at the same time providing many of the same benefits. Learn more here.
Or you can watch our 2 minute video, What is an LLC?
Do I need to get a DBA or Trade Name for my business?
Most LLCs do not need a DBA. The name of the LLC can serve as company’s brand name, and you can accept checks and other payments under that name as well. However, you may wish to register a DBA if you would like to conduct business under a name other than that of your LLC. Learn more here.
STEP 2: Choose a Registered Agent
In New York the Secretary of State acts as the registered agent for all New York LLCs by default.
This means the Secretary of State will forward the following to your LLCs principal address:
- All formation documents
- Any service of process your LLC gets
This principle address however, has to be published in a newspaper, therefore it is not private. To keep your information private and costs low, consider using a registered agent service.
Why would you use a Registered Agent Service in New York?
1. To reduce Publication costs
New York requires newly formed LLCs to publish a notice of formation in the local newspapers. This will cost around $1,500 or more if the principal address is in New York City. A registered agent service located outside the city will allow an LLC to use their address as the principal address, thus greatly reducing the cost of publication.
2. Privacy
New York's LLC publication requirements mandate that your principal LLC address be publicly shared. Hiring a professional registered agent service will allow you to use their address instead of yours, thus protecting your personal privacy.
Learn more about New York Publication Requirements.
After the publishing requirements are met, you can change the location of your principal office to anywhere in New York State. You will not need to publish additional notices.
Recommended: Northwest Registered Agent provides the first year of registered agent service free with LLC formation. Also, they are located in Albany, where typical newspaper publishing fees range from $80 - $100. Get started for $49 + State Fees
FAQ: Nominating a Registered Agent
Can I be my own Registered Agent?
Yes. You or anyone else in your company can serve as the registered agent for your LLC. Learn more here.
STEP 3: File Articles of Organization
To register your New York LLC, you will need to file the Articles of Organization with the State of New York. This can be done online or by mail.
When filing the Articles of Organization you will need to decide if your New York LLC will be member-managed or manager-managed. Read our article on the topic to learn more.
File the Articles of Organization
OPTION 1: File Online with the State of New York
OR
OPTION 2: File by Mail
State Filing Cost: $200 payable to the Department of State (Nonrefundable)
Mail to:
Department of State Division of Corporations
State Records and Uniform Commercial Code
One Commerce Plaza 99 Washington Ave.
Albany, NY 12231
If you’re expanding your existing LLC to the State of New York, you need to form a Foreign LLC.
FAQ: Filing LLC Documents
What is the processing time to form my New York LLC?
3 to 5 business days by mail. Receive approval instantly if you file online.
What is the difference between a domestic New York LLC and foreign LLC?
An LLC is referred to as a "domestic LLC" when it conducts business in the state where it was formed. Normally when we refer to an LLC we are actually referring to a domestic LLC. A foreign LLC must be formed when an existing LLC wishes to expand its business to another state. If you are filing as a Foreign New York LLC learn more here.
What is New York's LLC publication requirement? New York requires that within 120 days of formation all LLCs publish a copy of the Articles of Organization or a notice related to the formation of the LLC in two newspapers (one weekly and one daily).
Can I pick any newspapers I want? No. The newspapers must be approved by the local county clerk of the county you designate in your Articles of Organization. After publication, the printer or publisher of each newspaper will provide you with an affidavit of publication.
Where do I file my Certificate of Publication? You must submit your Certificate of Publication along with your affidavits of publication to the New York Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.
Read our full guide for New York publication requirements to learn how small businesses handle them.
File Certificate of Publication with New York
File a Certificate of Publication with the New York Division of Corporations, State Records and Uniform Commercial Code
New York City has notoriously high fees for newspaper publishing, ranging from $1,500 - $2,000. One way around this is to get a registered agent service located outside the city. This allows you to use their address as your LLC’s principal office.
Recommended: Northwest Registered Agent Service is located in Albany, where typical newspaper publishing fees range from $80 - $100.
Fee: $50 payable to the Department of State (Nonrefundable)
FAQ: Publication Requirements
What does a notice of formation look like?
New York provides strict guidelines for the format of the notice of publication. Based on those guidelines, we have made a sample notice you may find useful.
Format:
[YOUR LLC NAME] LLC. Arts. of Org. filed with the SSNY on __/__/__. Office: _____ County. Northwest Registered Agent, LLC designated as agent of the LLC upon whom process against it may be served. SSNY shall mail copy of process to Northwest Registered Agent, LLC at 90 State St #40, Albany, NY 12207. Purpose: Any lawful purpose.
Example:
Orange LLC. Arts. of Org. filed with the SSNY on 7/28/17. Office: Albany County. Northwest Registered Agent, LLC designated as agent of the LLC upon whom process against it may be served. SSNY shall mail copy of process to Northwest Registered Agent, LLC at 90 State St #40, Albany, NY 12207. Purpose: Any lawful purpose.
STEP 5: Create an Operating Agreement
All New York LLCs are required to have an operating agreement. This may be a verbal or written agreement.
What is an operating agreement? An operating agreement is a legal document outlining the ownership and operating procedures of an LLC.
Why are operating agreements important? An operating agreement is an important document because it ensures that all business owners are on the same page and reduces the risk of future conflict.
For more information on operating agreements, read our New York LLC operating agreement guide.
Recommended: Use our free Operating Agreement Tool to draft a customized operating agreement for your LLC.
FAQ: Creating an Operating Agreement
Do I need to file my operating agreement with the State of New York?
No. The operating agreement is an internal document that you should keep on file for future reference. However, many states like New York do legally require LLCs to have an operating agreement in place.
STEP 6: Obtain an EIN
What is an EIN? The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company.
Why do I need an EIN? An EIN is required for the following:
- To open a business bank account for the company
- For Federal and State tax purposes
- To hire employees for the company
Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail.
NOTE
FOR INTERNATIONAL APPLICANTS: You do not need an SSN to obtain an EIN. Learn more here.
Get an EIN
Option 1: Request an EIN from the IRS
OR
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax:
(855) 641-6935
Fee: Free
FAQ: Getting an EIN
How do I get an EIN if I don’t have a social security number?
An SSN is not required to get an EIN. You can simply fill out IRS Form SS-4 and leave section 7b blank. Then call the IRS at 267-941-1099 to complete your application. Learn more here.
What tax structure should I choose for my LLC?
When you get an EIN, you will be informed of the different tax classification options that are available. Most LLCs elect the default tax status.
However, some LLCs can reduce their federal tax obligation by choosing S corporation status. We recommend consulting with a local accountant to find out which option is best for you.
Considering Using an LLC Formation Service?
We reviewed and ranked the top 5 LLC formation services.
Find out which is best for you.
State Taxes for your New York LLC
Depending on the nature of your business, you may be required to register for one or more forms of state tax. This can be done online through the NY.gov portal.
Sales Tax
If you are selling a physical product, you'll typically need to register for a seller's permit, known as a Sales Tax Certificate of Authority, with the New York Department of Taxation and Finance.
This certificate allows a business to collect sales tax on taxable sales.
Sales tax, also called "Sales and Use Tax," is a tax levied by states, counties, and municipalities on business transactions involving the exchange of certain taxable goods or services.
Read our sales tax guide to find out more.
Employer Taxes
If you have employees in New York, you will need to register for Unemployment Insurance Tax with the New York Department of Labor and Employee Withholding Tax with the New York Department of Taxation and Finance.
Industry Specific Taxes
If your business falls within a specific industry, additional state taxes may apply.
Register for New York State Taxes
You can register your New York LLC for all of your business taxes through the New York Business Express Portal.
Annual Fee
There is an Annual Filing Fee for each LLC formed in New York which varies depending upon your LLC’s income, Learn more here.
Critical Steps After Forming your LLC
Business Banking for Personal Asset Protection
Using dedicated business banking and credit accounts is essential for personal asset protection.
When your personal and business accounts are mixed, your personal assets (your home, car, and other valuables) are at risk in the event your LLC is sued. In business law, this is referred to as piercing your corporate veil.
You can protect your business with these two steps:
1. Opening a business bank account:
- Separates your personal assets from your company's assets, which is necessary for personal asset protection.
- Makes accounting and tax filing easier.
2. Getting a business credit card:
- Helps you separate personal and business expenses.
- Builds your company's credit history, which can be useful to raise capital later on.
Recommended: Compare business credit card offers at CreditCards.com. Learn more.
Accounting for your LLC
Even if you haven’t officially opened for business – it’s critical to get your books in order. A well managed accounting system will help you:
- Track your business finances, including bills, expenses and income.
- Simplify your annual tax filings.
The right software makes accounting easy. Look for software that:
- Syncs with your bank automatically.
- Matches transactions to invoices, bills and purchase orders.
- Can be accessed from your phone.
*Recommended: QuickBooks has all the accounting features your small business will need.
Try QuickBooks FREE
New York Business Permits and Licenses
Do I need business licenses and permits?
To operate your LLC you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
The details of business licenses and permits vary from state to state. Make sure you read carefully. Don't be surprised if there are short classes required as well.
Fees for business licenses and permits will vary depending on what sort of license you are seeking to obtain.
Find out how to obtain necessary licenses and permits for your business or have a professional service do it for you:
- Federal: Use the U.S. Small Business Administration (SBA) guide to federal business licenses and permits.
- State: Apply for or learn more about licenses, permits and registration with The State of New York's License Center.
- Local: Contact your local Chamber of Commerce and ask about local licenses and permits.
Hiring Employees
If you plan to hire employees, stay compliant with the law by following these steps:
- Verify that new employees are able to work in the US
- Report employees as "new hires" to the State
- Provide workers' compensation insurance for employees
- Withhold employee taxes
- Print compliance posters and place them in visible areas of your work space
For more information visit New York’s Department of Labor
Recommended: A payroll service saves you time and makes it easier to follow these requirements.
FAQ: Hiring Employees
What is the minimum wage in New York?
The minimum wage in New York is $13.50 per hour.
How often do I need to pay employees?
For manual workers, a weekly payday is required. For clerical workers and others, payments must be made twice per month.
Insuring Your Business
Business insurance helps you manage risks and focus on growing your business. The most common types of business insurance are:
- General Liability Insurance: A broad insurance policy that protects your business from lawsuits. Most small businesses get general liability insurance.
- Professional Liability Insurance: A business insurance for professional service providers (consultants, accountants, etc.) that covers against claims of malpractice and other business errors.
- Workers' Compensation Insurance: A type of insurance that provides coverage for employees’ job-related illnesses, injuries, or deaths. In New York, businesses with one or more employees, including LLC members and corporate officers, are required by law to have workers' compensation insurance. Get a free quote with ADP.
How much will the right insurance cost you? Click here to find out.
