Form a New York LLC

by Attorney Anthony Mancuso

Easy steps to forming your limited liability company in New York.

Why should you form a New York LLC (limited liability company)? This legal ownership structure, which is similar to a corporation, protects its owners from being personally liable for business debts. (In contrast, when you operate as a sole proprietor or a partnership, you are personally responsible for debts of the business.) However, an LLC is easier to set up and operate than a corporation.

Setting up an LLC in New York requires three short steps:

1. Choose a name for your LLC.
The name of your business cannot be the same as the name of another business entity on file with the Department of State. To see if your proposed name is unique, you can search New York’s name database.

In New York your LLC name must contain the words "Limited Liability Company" or the abbreviations "LLC" or "L.L.C."

2. File the formation document.
In New York the formation document is called the Articles of Organization. Prepare and file the Articles of Organization with the Department of State. The Articles of Organization should include your LLC’s name, its purpose, its address, and the name and address of your registered agent.

3. Publish a notice in a local newspaper.
In New York, you must publish in a local newspaper a notice stating that you intend to form an LLC. Your local newspaper should be able to help you with this filing.

For help filing Articles of Organization with the state of New York, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo), or Nolo’s software LLC Maker. Or, to form your LLC online right now, use Nolo's online LLC formation service.

That’s it! That’s all it takes to become an LLC in New York.

Operating Your LLC
Though not legally required, you should also create an LLC operating agreement that will guide the LLC owners in operating the business (much like a partnership agreement or corporate bylaws). This document does not need to be filed with the Department of State. For help creating an LLC operating agreement, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo) or Nolo’s software LLC Maker.

Finally, to retain your LLC’s status as a separate entity, LLC members must observe certain formalities, such as keeping detailed financial records and recording minutes of major decisions. For more information, as well as minutes forms, consent forms, and over 80 resolutions, see Your Limited Liability Company: An Operating Manual, by Anthony Mancuso (Nolo).

Last updated on 05/31/08.

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