Form your New York LLC for free!

A New York limited liability company is formed by filing a document called The Articles of Organization with the New York Secretary of State.

The organizer(s) of a limited liability company shall file with the state: (1) the signed original of the Articles of Organization, and (2) Certificate and Affidavit of Publication within 120 days after the effectiveness of the initial articles of organization .

The Articles of Organization

The fee for filing the Articles of Organization is $200.

The Division of Corporations also offers expedited processing of documents. For an additional, non-refundable fee the Division of Corporations will ensure that a document or other service request is processed within the following time frames for the additional, non-refundable fee indicated: (1) within 2 hours for an additional fee of $150; (2) the same day for an additional fee of $75; and (3) within 24 hours for an additional fee of $25. The additional, non-refundable fee for expedited processing must be paid by a separate check or money order or indicated in the appropriate space on the Credit Card Authorization Form. For documents submitted for filing, such documents are processed when they are either filed or rejected as deficient. The fee for expedited processing is charged to the filer regardless of whether or not the document is accepted for filing.

You may pay the fee by credit card or check. The check should be made payable to “The Secretary of State.” The completed form and the filing fee should be submitted to:

Division of Corporations
State Records and Uniform Commercial Code
One Commerce Plaza, 99 Washington Avenue
Albany, NY 12231

To complete The Articles of Organization you must include:

Articles of Organization

1. The name of the LLC. The name must include the words limited liability company, LLC or L.L.C. at the end of the entity name.
2. The county in which the office of the LLC is located.
3. The name and address of the registered agent. You may not use a PO Box. A registered agent must be an individual residing in the state, a domestic corporation or a foreign corporation authorized to do business in the state. The registered office is typically the business office of the registered agent. It need not be the same office of the LLC’s business office. If you or one of the members of the LLC has an address in the state you may use that address for register agent purposes.
4. The signature of the organizer: The organizer must sign the Articles of Organization. The organizer is generally not required to be a member of the LLC.

Certificate of Publication

Domestic Limited Liability Companies

Section 206 of the Limited Liability Company Law requires that within 120 days after the effectiveness of the initial articles of organization, a LLC must publish in two newspapers a copy of the articles of organization or a notice related to the formation of the LLC. The newspapers must be designated by the county clerk of the county in which the office of the LLC is located, as stated in the articles of organization. After publication, the printer or publisher of each newspaper will provide you with an affidavit of publication. A Certificate of Publication, with the affidavits of publication of the newspapers attached, must be submitted to the Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231. The fee for filing the Certificate of Publication is $50.

1. Affidavit of Publication

The Certificate of Publication must include an Affidavit of Publication which is an affidavit signed by the newspaper where the publication was made. You should ask the newspaper you are required to publish in, as suggested by the clerk, to complete the Affidavit of Publication. The Affidavit of Publication must be notarized.

(i)The Affidavit of Publication must not include the actual clipping of the newspaper publication. A photocopy of the newspaper clipping may be attached to the Affidavit of Publication if it is of sufficient size and otherwise suitable for microfilming or other imaging technology. Please note that the applicable statutes do not require the actual clipping of the newspaper publication to be attached to the Affidavit of Publication. The statutes only require that the text of the publication be in or annexed to the Affidavit of Publication.

(ii)The Department recommends that newspapers print the text of the publication on white paper to be attached to the Affidavit of Publication or include the text of the publication in the Affidavit of Publication.

(iii)Small font size is not permitted in the text of the publication attached to the Affidavit of Publication. The Department recommends that a font size of 10 or larger be used.

In order to fulfill your LLC’s publishing requirements on your own, you should contact the county clerk in the county in which the LLC’s office s located to determine the publication guidelines. To receive assistance with publishing, we recommend you use a service company. For a fee, the service company will handle all NY State publication requirements (Note: FormLLCDirect will not be compensated in any way by the service company if you elect to use these services).

2. Certificate of Publication

1. The name of the LLC. The name must include the words limited liability company, LLC or L.L.C. at the end of the entity name.
2. T he date the Articles of Organization were filed with the State of New York.
3. The affidavit listing the publications used to satisfy the publication requirements. The newspaper you publish in will supply the Affidavit of Publication.