Starting a Limited Liability Company (LLC) in New York State involves several legal and administrative steps. Here’s a step-by-step guide:
### 1. **Choose a Name for Your LLC**
- **Requirements**: The name must be unique and not used by another LLC in New York. It should include "LLC" or "Limited Liability Company" and cannot include restricted words (like "bank," "insurance," etc.) without additional documentation.
- **Search**: Conduct a name availability search through the [New York Department of State website](
https://www.dos.ny.gov/) to ensure your chosen name is available.
- **Reserve (Optional)**: You can reserve the name for 60 days by filing an Application for Reservation of Name and paying a $20 fee.
### 2. **Appoint a Registered Agent**
- **Role**: A registered agent is responsible for receiving legal documents on behalf of your LLC.
- **New York Requirements**: In New York, you’re not required to designate a registered agent, as the Secretary of State serves as the default agent for all New York LLCs. However, you can appoint an additional registered agent if preferred.
### 3. **File Articles of Organization**
- **Form**: File Form **DOS-1336**, the Articles of Organization, with the New York Department of State.
- **Details**: Include your LLC's name, county of operation, and other necessary information.
- **Fee**: The filing fee is $200.
- **Submission**: You can file online, by mail, or in person. To file by mail, send your Articles of Organization and payment to:
```
New York Department of State, Division of Corporations
One Commerce Plaza, 99 Washington Avenue
Albany, NY 12231-0001
```
### 4. **Comply with New York’s Publication Requirement**
- **Publication**: Within 120 days of formation, New York law requires LLCs to publish a notice of formation in two newspapers (one daily and one weekly) in the county where the LLC is located.
- **Cost**: This can vary by county, as each county has specific rates.
- **Certificate of Publication**: Once published, obtain an affidavit from each newspaper and file the Certificate of Publication with the Department of State along with a $50 fee.
### 5. **Create an Operating Agreement**
- **Purpose**: Although not required by the state, the Operating Agreement defines the LLC's management structure, roles, and ownership percentages.
- **Documentation**: Prepare and maintain this document for internal purposes. It’s crucial for multi-member LLCs as it clarifies ownership and operational procedures.
### 6. **Obtain an EIN (Employer Identification Number)**
- **Requirement**: An EIN, also known as a Federal Tax Identification Number, is required if you have employees or multiple members or if you plan to open a business bank account.
- **Application**: Apply for an EIN through the IRS website for free.
### 7. **File for Necessary Business Licenses and Permits**
- **Local Requirements**: Depending on your industry and location, you may need to acquire certain business licenses or permits.
- **Research**: Check with the New York Business Express portal for industry-specific licensing requirements.
### 8. **File for New York State Tax Registration (if needed)**
- **Sales Tax**: If your LLC sells goods, you'll need to register for a New York Sales Tax Certificate of Authority.
- **Payroll Tax**: If you have employees, register for payroll taxes with the New York Department of Taxation and Finance.
### 9. **Maintain Compliance**
- **Biennial Report**: Every two years, file a Biennial Statement with the New York Department of State. The fee is $9, and you’ll receive a notification when it’s due.
- **Taxes**: Be mindful of New York state taxes, including any franchise or income taxes that apply to your LLC. Consulting a tax professional can ensure you meet all state and federal obligations.
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### Summary Checklist
1. **Choose a unique LLC name**.
2. **Appoint a registered agent** (optional).
3. **File Articles of Organization** with a $200 fee.
4. **Comply with the Publication Requirement** within 120 days.
5. **Draft an Operating Agreement** (recommended for internal use).
6. **Obtain an EIN** from the IRS.
7. **Acquire any necessary permits and licenses**.
8. **File for New York State tax registration** as needed.
9. **File a Biennial Report every two years**.
Following these steps will ensure you start your LLC in New York State correctly and remain compliant with state regulations.