Review Your Operating Documents
Bear in mind that your LLCs Operating Agreement is an internal document that is not filed with the state of New York. Since the names of your members are not required to be filed with your Articles of Organization, they will not have to be updated. However, you may want to consider reviewing and revising both documents at this time to ensure you have covered all your bases.
How To Form An Llc In New York
- Optional: Choose a Registered Agent Service: In New York, the Secretary of State acts as the registered agent by default, though you may choose to use an alternative service.
- File the Articles of Organization with the New York Division of Corporations. Note that your LLC must be published in 2 newspapers within 20 days of formation.
- Hold an Organizational Meeting to take contributions from the members, issues Member Certificates, adopts the company Operating Agreement and more. .
- Optional: Elect S-Corporation status with the IRS by filing IRS Form 2553. Yes, even an LLC can choose to be taxed as an S-Corporation .TIP: Speak to your tax advisor about this important issue because it adds complexity to your LLC most people would rather avoid.
What Is The Employer Identification Number
EIN is short for Employer Identification Number and is sometimes referred to as a Federal Employer Identification Number, FEIN, Federal Tax Identification Number, or Federal Tax ID Number. This is a unique nine-digit number that is similar to a social security number for an individual but instead identifies a business.
The EIN is primarily needed to hire employees, as the EIN used as the account for paying payroll taxes, income tax withholdings, and unemployment taxes.
Some other uses of the EIN include:
- Opening a bank account Banks need an EIN before opening a business bank account.
- Applying for business licenses & permits Most New York business licenses and permits will require the EIN before applying.
- Filing tax returns To file state and federal tax returns, the EIN is used to identify the business.
Select A Name For Your Llc
First things first, your New York LLC needs a unique name that hasnt been taken by another LLC.
To find out if a name is available or not, you can try to search for it on the New York Division of Corporations website.
This service will also let you know how much time and money your business needs to invest in order to reserve that desired LLC name.
If the Corporation Division doesnt have any results, it means that the LLC name you selected is available.
But if it has any results, the LLC names are taken and not available for your LLC business entity registration. Youll need to try another name with a new search query.
When selecting an LLC name, make sure that its easy to remember and spell because these factors can impact the memorability of your LLC in the long run.
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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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Open An Llc Bank Account
Opening a bank account for your LLC is important for liability protection as the account separates the businesss funds from the members personal funds.
Several documents will be needed to open a business bank account, such as:
- A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
- Copies of the original formation paperwork from the state showing the creation of the LLC.
- Drivers licenses of the members.
- Occasionally, the bank will request a New York Certificate of Good Standing to prove the LLC is active and in good standing with the state.
Here Is A Quick Overview On Starting An Llc In New York
A New York Limited Liability Company is a legal structure used to protect your personal assets in the event your business is sued.
An LLC can be used to operate a business, or an LLC can be used to hold assets .
Forming an LLC in New York is simple. Search your New York LLC name in the state database, file your LLC Articles of Organization and pay the state filing fee , then publish 2 ads to meet the NY Publication Requirement.
Weve created free video lessons that will walk you through forming your New York LLC, step-by-step.
You can find the detailed lessons linked at the top of this page.
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Business Permits And Licenses
Depending on your industry and geographical location, your business might need federal, state, and local permits/licenses to legally operate in New York. This is true whether you form an LLC or any other type of business structure.
Learn more about state and local licensing with our guide to getting a New York business license.
Registering With The State Tax Office Online Free
New LLCs should register online with the New York Department of Taxation and Finance so that they can pay the necessary taxes, like sales and use tax and employer taxes. Registration is free, convenient, and necessary.
Most importantly, if your LLC is going to sell goods or services subject to sales tax , then you are going to need a Certificate of Authority to collect sales tax from your customers. Once you register with the Department, they will guide you through this process so that you can get your business set up properly.
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Keep Your Company Compliant
- Research New York business licenses and permits. For help, visit our How to Get a New York Business License guide. There are also business license services that can help.
- File your New York LLC biennial statement. File online with the New York Department of State every two years by the end of the month in which the LLC was formed.
- Understand New York state tax requirements. Visit our New York Sales Tax guide to learn more about seller’s permits and New York sales tax.
- Understand federal tax requirements. Most LLCs will need to report their income to the IRS each year using Form 1065 Partnership Return or Form 1040 Schedule C .
- How you pay yourself will affect your federal taxes. Visit our guide to learn more about how to pay yourself from your LLC.
Get Business Ny Insurance
Business insurance is an important part of running an LLC. By having the insurance in place, you will have peace of mind when it comes to managing risks. There are several different types of business insurance.
- General liability insurance This type of insurance is quite broad, but in general, it will protect your business from lawsuits. The majority of small businesses will get this type of insurance.
- Professional liability insurance This type of insurance is used by those in the professional service industry, such as accountants and consultants and covered malpractice and similar errors.
- Workers compensation insurance Workers compensation insurance covers injuries, death and job related illnesses for employees in a business. In New York, this sort of insurance is required by law if the business has more than one employee.
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S To Form A New York Llc
The steps for filing online or by mail are largely the same. The screenshots show how to file online. To file by mail, download the New York LLC Articles of Organization .
Licensed occupations such as accountants, attorneys, podiatrists, physical therapists, psychologists, veterinarians, acupuncturists, etc. have the option of filing for a Professional Limited Liability Company instead. The formation of a PLLC is very similar to the LLC.
Operating Agreement $39 And Up
New York is one of the few states that requires its LLCs to have a written operating agreement. Note, though, that while your company has to draft and keep a copy of the agreement, it does not have to file a copy with the state.
An operating agreement is a contract that sets down the rules of your LLC. It says how the people in charge should do their jobs, when meetings must be held, how members can enter and exit the LLC, and almost any other matter you need to address.
Operating agreements are good to have because life and business are unpredictable. When something unexpected happens, its good to have the rules figured out in advance. That way, you can control the situation and minimize any disruption.
For example: how and when will your company pay profits to its members? Will you hire a manager for your business? How do you fire them if they do a bad job? What if you have partners who die or quit? What if you find someone who wants to buy into your LLC?
The only way to have a clear answer to any of these questions is to set the answers down ahead of time in a contract. You can write it yourself, but unless you are a lawyer or know what its supposed to have, a DIY job is not the best idea.
A lawyer would likely charge you an hourly fee to draft an LLC operating agreement. While that agreement would likely be a good one, that could also run you at least a few hundred dollars. A top-notch business lawyer in New York City could even cost as much as $1000 per hour!
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When Is Filing A Dba Required In New York
A DBA is required whenever a business is operating under a name other than its legal name. In the case of a sole proprietorship, you will need a DBA if you are operating under a name other than your own personal name. Partnerships in NY must always file a DBA in all counties where they transact business.
New York Llc Name Requirement
The name of a LLC must end with “Limited Liability Company,” “LLC” or “L.L.C.” Accent marks cannot be used in the name. The name may not be the same as or confusing similar to that of any domestic or authorized foreign corporation or reserved name. The name may not contain any word or phrase indicating the corporation is formed for any purpose other than that included in its Articles of Organization.
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Fast Facts: Your Budget And Timeline
Here is an overview of the total paperwork, cost, and time it takes to form an LLC in New York. Be sure to read the final step in this guide – “Ongoing Filings” – to understand your ongoing costs to maintain a compliant New York LLC.
- Form DOS-1336: Articles of Organization
- Publishing affidavits
- Form DOS-1708-f-l: Certificate of Publication
- Operating Agreement
- IRS Form SS-4: Obtain an EIN
- Formation: $200 + optional $25-150 expedite fee
- Publisher fees: ~$200, fees vary
- Certificate of Publication: $50
- Formation: ~14 business days. Within 24 hours for $25 expedite fee. On the same day for $75 expedite fee. Within 2 hours of receipt for $150 expedite fee.
How To Start An Llc In New York
A limited liability company is a business entity that offers strong liability protection, flexible management structure, and certain tax advantages. To start an LLC in New York, youll need to file Articles of Organization with the New York Division of Corporations, State Records and Uniform Commercial Code, pay the $200 filing fee, and publish notice of your LLC in two New York newspapers. But first, you should choose a name and a registered agent for your LLC. Officially forming an LLC in New York can take anywhere between a day and a month, depending on how you file, but fulfilling the publication requirement will take at least six weeks. Sound complicated? It is. But we’ll take you through it.
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File Articles Of Organization To The New York State
You will then need to file the Articles of Organization Form, also known as the DOS-1336 Form. This important document establishes your LLC as a separate legal entity and includes lots of information about your business.
Filling out the form should be pretty self-explanatory, but you need to make sure you include signatures of all the LLC members, provide the information to show that the LLC name meets all the state requirements, an address in the state which can be reached should a suit be filed against the company, plus all the necessary fees. You will also need to state whether you are planning on starting a member-managed LLC or a manager-managed LLC.
Submitting the form costs a fee of $200 which can be paid in cash, check, money order or card. You can choose to either fill it out online which is available from the Department of State, or if you prefer, you can download, print it out, and then fill it out by hand. If you are filling it out by hand, be sure to use a black pen and clean white paper, so that it can be filed correctly.
How To Dissolve An Llc In New York
If at any point in the future you no longer wish to conduct business with your New York LLC, it is important to officially dissolve it. Failure to do so in a timely fashion can result in tax liabilities and penalties, or even legal trouble. To dissolve your New York LLC, there are two broad steps:
- Close your business tax accounts
- File the New York Articles of Dissolution
When you are ready to dissolve your LLC, follow the steps in our New York LLC Dissolution Guide.
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How To Apply For An Ein
The easiest and fastest way to apply for an EIN is to visit the Internal Revenue Service website, between the hours of 7 am 10 pm EST, Monday Friday.
The online application process only takes about 5 minutes to file the EIN online, and the number will be ready in seconds. If applying online isnt an option, you can also complete an EIN application by mail or fax by sending Form SS-4 to the IRS fax number 855-641-6935.
You can even get an EIN over the phone if the company was formed outside the U.S. by calling 267-941-1099. If filing by phone, note that it isnt a toll-free number.
There is no cost to apply for an EIN.
See how to register an EIN in this video:
Submit Llc Articles Of Organization
To make your LLC official, youll need to complete a form called Articles of Organization. Once youve completed the form, youll submit it to the New York Division of Corporations, State Records and Uniform Commercial Code by mail, fax, online, or in person with the $200 filing fee.
Note: All of the information on this form will become part of the public record.
To fill out the paper form, youll need to provide the following information about your LLC:
- Company name. Include an indicator like LLC.
- County. This is the county where youll need to meet the publication requirement.
- Registered office. The name and New York address of someone who will accept your LLCs legal mail.
- Organizer name and address. Anyone you authorize to sign and submit this form to the state.
If you file online, you can also provide the following optional information:
- Purpose. Tick this box to include a general business purpose in your articles.
- Management structure. Indicate whether your LLC will be managed by members or managers.
- Effective date. Add a date to delay the start of your LLC for up to 60 days or skip.
- Dissolution date: Add an end date to your LLC if you want it to dissolve on a certain day or choose perpetual existence for your LLC to last indefinitely.
- Liability statement. Add a clause stating that the LLC will compensate members or managers for expenses connected to proceedings against the LLC or skip.
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What Does Publish Your Llc In New York Mean
Publication refers to publication of notice that an LLC was formed and filed with the NYS Dept. of State. While publication itself does not actually create the LLC and is not required for its initial formation, it is required after the entity is formed . Read more here and find out how we can file for your LLC.