File Your Llc Articles Of Organization
You’ll need to file New York LLC Articles of Organization in order to officially form your NY LLC. To get started in the process of filing your formation documents, you need to either create an account for online filing or . You’ll also need to submit the filing fee of $200 to the New York Department of State.
Forming A Business Entity
Tip: Before you commit to a business name, make sure the domain name is available. You might also want to make sure you can get social media accounts in the business’s name.
How Can I Keep My Personal Information Off The Public Record
Once your address is posted somewhere online , theres no taking it back. Marketers will find your information and sell it. Its what they do.
The best way to keep your personal information private is to keep it off this filing altogether. How do you do that? Hire a registered agent who will allow you to use their business address on this form .
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Pay The Annual Filing Fee
LLCs need to pay New York sales tax and file a sales tax return on a quarterly basis. In addition to sales taxes, LLCs also need to pay New York state taxes.
If your business has an EIN or SSN, you can register online through the Department of Taxation website at nytax.gov.
You also have to keep in mind the federal tax requirements for LLCs.
Even though your company is based out of New York, it still has to file federal taxes because the state does not have federal income tax laws in place.
Business taxes and federal income taxes are due April 15 of every year. The sales and use tax return is due quarterly on the last day of the month following each quarter.
Llc As A Business Structure
LLC is a business structure that takes advantage of the limited liability of a NY corporation and combines them with the flexibility of a sole-proprietorship.
In a limited liability company, the members of the LLC are not personally responsible for any debts or lawsuits that arise from business operations.
This means if someone sues your business and wins, they wont be able to go after personal assets such as cars, homes, or bank accounts.
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Here Are The Steps You Need To Take To Start A Limited Liability Company In New York
By Stephen Fishman, J.D.
A limited liability company is a way to legally structure a business. It combines the limited liability of a corporation with the flexibility and lack of formalities provided by a partnership or sole proprietorship. Any business owner who seeks to limit his or her personal liability for business debts and lawsuits should consider forming an LLC.
Here are the steps you need to take to form an LLC in New York . For more information on how to form an LLC in any state, see Nolo’s article How to Form an LLC.
How To Form An Llc In New York: The Benefits Of Doing Business As A New York Llc
There are many requirements that go in to getting your New York LLC up and running, some of which can be overwhelming when starting a new business.
However, with the right support, youll be able to successfully form your New York LLC so you can start doing business as a limited liability company. Below you will find an overview that goes step by step:
The New York LLC formation process has nine easy steps:
1. Choose a Name for Your New York LLC
2. Select a Registered Agent for Your New York LLC
3. File Articles of Organization
4. Create an LLC Operating Agreement
5. Get an EIN Number
6. Open a Business Bank Account
7. Obtain a Business License
8. File Your LLC Taxes
9. Obtain Business Insurance for Your New York LLC
10. Publicize Your New York LLC
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How Can Llc Formations Help You
Its a lot of work to form a new LLC in New York, but when you have the right help, the process can be much more simple. By following the steps listed in our guide, you will be able to have your New York business up and running in no time.
Contact our professional team at LLC Formations if you need help with any part of the process. If youre interested in doing business in another state, check out our guide about LLCs in North Carolina.
Provide An Address For Receiving Official Mail
The New York Secretary of State automatically serves as the registered agent for New York LLCs. The registered agent accepts official mail and service of process on your businesss behalf, and it forwards those documents to you.
In your articles of organization, youll need to specify where youd like those documents sent .
- You can choose your business lawyer or another individual to act as an additional registered agent.
- You can also opt for an online legal service like IncFile or LegalZoom .
Get Started With LegalZoom
Get Started With IncFile
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Obtain An Ein From The Irs
An Employer Identification Number or EIN is like the social security number for your business. When you open a bank account or apply for business credit, lenders will likely ask for your EIN.
Its simple to apply online on the IRS website, and your EIN is available immediately for use. When applying for your EIN, you must select a business structure for federal income tax purposes to tell the IRS how you want your LLC to be taxed: as a sole proprietorship if youre a single-member LLC, or as a corporation for multi-member LLCs.
The sole proprietorship is the most basic tax treatment and doesnt require additional tax forms since profits and losses from the business are included on the LLC members personal tax return.
Choosing to be taxed as an S-corporation provides added benefits where LLC members pay only half of the self-employment tax, but business profits and losses are passed through to the members personal tax returns.
Many business owners dont choose C-corporations because business profits are taxed twice once when the company pays income taxes on profits and again when distributions are made to shareholders.
New York LLCs must also file and pay state taxes.
One of the requirements of limited liability company law is not to commingle or mix your business and personal transactions.
Step : Choose A Registered Agent In New York
In New York, the Secretary of State acts as the registered agent for all New York LLCs by default. You can, however, choose to designate someone besides the Secretary of State as the registered agent for your New York LLC.
If you choose to use a registered agent service, the Secretary of State will still be the first point of contact for the state and for anyone who might serve your LLC with legal action.
The Secretary of State will forward the following to your LLCs principal address or the address of your designated registered agent:
- All formation documents
- Any service of process information
- Documents regarding taxation and reporting
Why would you use a registered agent service in New York?
1. Reduce Publication Costs
New York requires newly formed LLCs to publish a notice of formation in local newspapers. Publication costs around $1,500 or more if the principal address is in New York City. A registered agent service located outside the city allows an LLC to use the registered agents address as the principal address which greatly reduces the cost of publication.
2. Maintain Privacy
New York’s LLC publication requirements mandate that your principal LLC address be publicly shared. Hiring a registered agent service will allow you to use their address instead of yours which will protect your personal privacy.
For help with completing the form, visit our New York Articles of Organization guide.
FAQ: Filing New York LLC Documents
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New York Llc Publication Fee: Varies
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 .
You must submit your Certificate of Publication along with your affidavits of publication to the New York Department of State. The filing fee is $50.
The actual publishing fee varies depending on location. New York City has fees upwards of $1500 to $2000 for newspaper publishing, while typical fees in Albany are between $80 and $100.
Prepare An Llc Operating Agreement
In New York State, LLC members must create and file their Operating Agreement within 90 days of filing the Articles of Organization. This document governs the LLC by specifying the authority and responsibilities of the members.
The Operating Agreement also outlines how to handle ownership changes and distribute profits and losses amongst members.
The Operating Agreement is an internal document and therefore does not have to be filed with New York State like the Articles of Organization. It is, however, a best practice to have one in place, so LLC members have guidance on how to handle business transactions like ownership changes, distributions, and bylaws.
Without an Operating Agreement, LLC members dont have governance around the day-to-day operations of the LLC. An attorney can help with Operating Agreements to ensure members are aware of their responsibilities and obligations. There are many templates available online to create one for your LLC.
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Meet The New York Llc Publication Requirement
Once youve successfully filed your Articles of Organization, New York LLCs are required to publish a copy of their Articles of Organization or a notice about the LLCs formation within 120 days of its effective date. The notices must be published once each week for six successive weeks in two separate newspapers. The first newspaper must be a weekly publication, while the second has to be a daily newspaper. Newspaper designations are determined by the county clerk. By law, the notice must include:
- The name of the LLC
- The purpose of your business
- The filing date of the Articles of Organization with the state
- The county in which the business office of the LLC is located
- The street address of the principal business location, if any
- A statement that the Secretary of State has been designated as the registered agent
- An address where the Secretary of State can receive service of process
- The name and address of an additional registered agent, if any, who can receive service of process for the LLC instead of the Secretary of State
- A specific date of dissolution, if any
The publisher of each newspaper will provide an Affidavit of Publication once the notice has been published. Youll send the affidavits to the New York Division of Corporations with a completed New York Certificate of Publication form and a check to pay for the filing fee.
New York LLC Formation Notice Publication Costs
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Create The Operating Agreement
In New York, the members of an LLC are required to adopt a written operating agreement . The operating agreement may be entered into before, at the time of, or within 90 days after the filing of the Articles of Organization.
Draft an Operating Agreement which is the governing document for the LLC. It defines the formalities of how the LLC will run itself such as holding an annual meeting. You will review and adopt the agreement at your organizational meeting.
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A Pllc Will Not Protect You Fromall Liability
Forming your professional service business as a PLLC will protect youpersonally from:
- liability for the malpractice of other PLLCmembers , and
- people who are personally injured in connectionwith your PLLC because of things having nothing to do with your ownprofessional malpractice or torts .
Regarding protection from liability for the malpractice of fellow PLLCmembers, be aware that, for some professions in some states, PLLC members arerequired to have a minimum amount of malpractice insurance before they areeligible for such protection. Therefore,it’s always a good idea to double check your state’s PLLC laws, as well as yourstate’s rules for your particular profession, regarding minimum insurancerequirements.
Meanwhile, you are personally responsible if:
- you personally guarantee repayment of a businessloan
- you engage in professional malpractice , or
- you intentionally or negligently commit a tort.
Because you are not protected from your own malpractice, youshould make sure you have professional liability insuranceand, if applicable,that your coverage meets any minimum insurance requirements.
Whats The Difference Between My Llcs Name And An Assumed Business Name
Your LLCs name is its official namethe one listed on your Articles of Organization. An assumed business name , is any name other than your LLCs name or your own legal name under which you do business. New York requires anyone using an assumed business name to register with the Department of State by filing a Certificate of Assumed Name. For an LLC, registering an assumed business name costs $25.
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The Cost To File The Certificate
It costs $50 to file your Certificate of Organization with the NY Secretary of State. You can file the certificate the following three ways:
You can download this form if you want to file your Articles of Organization by mail. Mail your forms along with a check or money order to the Department of State Division of Corporations at the following address:
One Commerce Plaza
99 Washington Avenue
Albany, NY, 12231
Expect to wait three to five days if you file the Articles of Organization by mail with the New York Department of State. Meanwhile, if you file online, you will typically receive approval instantly. We recommend filing online with the Department of State Division so you can get your LLC started more quickly.
You can also file online through the New York Department of State website by using this link. Scan and upload your certificate, and be sure to have your credit card ready to make an online payment of $50 to complete your application.
Publishing Notice Of Articles Of Organization
New LLCs must publish a notice of formation in two county newspapers for six weeks within six months of formation. One must be a daily paper and one must be a weekly, and both must be located in the county of your principal address .
For a list of approved newspapers in every county, check out our NY LLC Publication Requirements guide.
You’ll need to file the Certificate of Publication along with an Affidavit of Publication provided by the newspaper with the New York State Department of State once you’ve finished meeting the publication requirement.
Filing Fee: $50
Looking for more details on the publication requirement? Check out our New York LLC Publication Requirements guide.
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Set Up An Accounting System
Setting up an accounting system for your business is one of the most important things you can do for your company to ensure long-term success.
There is just one problem youre not a numbers person.
Just thinking about financial statements, debits and credits, and accounting software makes your head hurt.
Staying on top of finances not only keeps the business on top of tax obligations, but financial statements can be used to track and monitor trends in the business and maximize profits.
Fortunately, understanding the numbers doesnt mean getting a finance degree. Tracking a businesss financials can be done with pen and paper , spreadsheets, accounting software, or hiring a bookkeeper.
Submit An Address To Which Legal Documents Can Be Forwarded And Choose Your Registered Agent
In New York, the “agent for service of process” for every LLC is the New York Department of State. If your LLC is sued, the New York Department of State will accept legal documents and forward it to the LLC. All LLC’s must give their name and address to the New York Department of State.
You can also appoint a registered agent as an additional agent to receive service of process for your New York LLC.
A registered agent is the person or entity authorized to receive service of process and other official legal documents and notices on behalf of your LLC.
A registered agent can be a person or an entity that offers a registered agent service. They must meet the following criteria:
- Entities must provide registered agent services.
- The agent must have an address in New York.
- The agent must be on-site and available to accept documents during regular business hours.
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