Starting a new business in New York is exciting, but the legal setup can feel like a maze, especially if it’s your first time. Forming a Limited Liability Company (LLC) is a popular choice for entrepreneurs because of its flexibility, liability protection, and relatively simple structure. But like most things in New York, the process comes with its own set of steps (and quirks).
At Chidatma Law Group, we’ve helped many business owners form LLCs the right way. If you’re just starting out or thinking about making the switch from a sole proprietorship, here’s what you need to know.
What Is an LLC and Why Form One?
An LLC is a type of business entity that combines some of the liability protections of a corporation with the flexibility and tax benefits of a sole proprietorship or partnership. In short, it helps shield your personal assets from business liabilities while keeping compliance more manageable than a full-fledged corporation.
Some reasons business owners choose to form an LLC in New York:
- Personal liability protection
- Fewer formalities than corporations
- Flexible management structure
- Pass-through taxation (no double taxation)
- Good fit for small businesses, freelancers, or growing startups
Step-by-Step: How To Form an LLC in New York
1. Choose a Name for Your LLC
Your LLC name must be distinguishable from other entities registered in New York and must include “Limited Liability Company,” “LLC,” or “L.L.C.” It also can’t include certain restricted words unless approved by specific state agencies.
Before locking in your business name, do a name availability search using the New York Department of State’s Corporation & Business Entity Database.
Pro tip: Want to reserve the name while you get everything else in order? You can file an application to hold it for 60 days.
2. Designate a Registered Agent
New York doesn’t require you to name a specific registered agent in your Articles of Organization (more on that below), because the New York Secretary of State acts as the default agent. But you still need to provide a mailing address where legal documents can be forwarded.
If you want more control over how and when legal notices are received, you can designate an additional agent.
3. File Articles of Organization
This is the official document that creates your LLC. You’ll file it with the New York Department of State, Division of Corporations. The form is called DOS-1336-f, and you can file it online or by mail.
Here’s what you’ll need:
- The name of your LLC
- The county where your office will be located
- A mailing address for service of process
- An optional registered agent (if you don’t want to use the Secretary of State)
Filing fee: $200
Processing time: Typically within a few business days if filed online
4. Publish Notice of LLC Formation
Here’s where things get a little more New York-specific. Unlike many other states, New York requires new LLCs to publish notice of formation in two daily and one weekly newspapers for six consecutive weeks.
This must be done in the same county where your business is located. The county clerk will designate which newspapers you must use. After the publication, you’ll receive an affidavit of publication from each newspaper, which you’ll use to complete a Certificate of Publication (Form DOS-1708).
Deadline: Within 120 days of filing your Articles of Organization
Filing fee for the Certificate of Publication: $50
If you fail to meet this requirement, the state can suspend your ability to do business. So don’t skip it.
5. Draft an Operating Agreement
Even though it doesn’t get filed with the state, you’re legally required to adopt a written Operating Agreement within 90 days of forming your LLC. This internal document outlines how your LLC will be run, including:
- Ownership percentages
- Management structure (member-managed or manager-managed)
- Voting rights
- Profit distribution
- Procedures for adding or removing members
Operating Agreements aren’t just a legal formality – they help prevent future disputes and set clear expectations between business partners. We often help clients draft custom agreements that reflect their specific business needs.
6. Get an EIN from the IRS
An EIN (Employer Identification Number) is essentially your business’s Social Security number. You’ll need one to open a business bank account, hire employees, or file certain tax forms.
You can apply online for free on the IRS website.
7. Consider Additional Licenses and Permits
Depending on your industry and location, you might need business licenses, permits, or zoning clearances. For example:
- Food service businesses need health permits
- Contractors may need city or state-level licenses
- Home-based businesses might need a certificate of occupancy
Check with your local city or county clerk for any specific requirements.
Staying Compliant After Formation
Once your LLC is formed, here are a few things to keep on your radar:
- Biennial Statement: Every two years, you’ll need to file a statement with the New York Department of State and pay a $9 fee. You can file online here.
- Business Taxes: While LLCs are typically treated as pass-through entities for federal taxes, New York imposes an annual filing fee based on your LLC’s income.
- Separate Finances: Always maintain a separate business bank account. Mixing personal and business funds can risk your liability protection.
Thinking of Starting a Business in New York?
Forming an LLC isn’t overly complicated, but it does require attention to detail, especially with New York’s publication requirement and filing deadlines. A solid legal foundation can save you a lot of time, money, and stress down the road.
The business law attorneys at Chidatma Law Group have helped entrepreneurs all over New York launch their ventures with confidence. We’re happy to walk you through each step and make sure your business is set up for long-term success.
Ready To Form Your LLC?
If you’re starting a business and thinking about forming an LLC, reach out to us. Whether you need help drafting your Operating Agreement, handling publication, or navigating taxes and compliance, we’re here to make the process smoother.
Give us a call or visit our website to get started.
