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How To Set Up an LLC in New York (and Why It's Unique)
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Key Takeaways
Getting an LLC in New York generally involves choosing a business name, filing Articles of Organization with the New York Department of State, creating a written Operating Agreement, completing New York’s publication requirement, and handling tax and business setup steps, like getting an EIN.
“Exciting” is one way to describe starting a business, and “a lot” is another way to describe it. In addition to following the basic LLC setup process correctly, you also need to ensure you comply with the rules in your state. If you’re here to learn specifically how to get an LLC in New York, know that New York has a few extra steps that make the process unique compared to other states.
We’re here to help walk you through the basic LLC setup process in New York. You can also get a LegalShield® Small Business Membership for assistance throughout the process to help you stay compliant with New York’s unique rules.
What is an LLC, and why form one in New York?
A limited liability company (LLC) is a business structure that separates your business from you, the individual. This is one of the most popular business structures for small business owners, and for good reason. It gives you a formal way to run your business, manage ownership, and separate business debts and liability from personal assets.
If you’re planning to do business in New York, serve New York customers, lease office or retail space in the state, or hire New Yorkers, forming an LLC in New York might make good sense. But keep in mind that the Empire State has a few state-specific rules, so the process can look a little different from what you’ll see in a standard “how to start an LLC” checklist.
How to start an LLC in New York
The basic steps for how to start an LLC in New York State are pretty similar to those in other states, but with a couple of (important) extra requirements. It involves forming your LLC through the New York Department of State and handling the state-specific steps, like the written Operating Agreement and publication requirement.
The New York Department of State should be your main source for the most current filing rules and forms.
Here’s the process most new New York LLC owners must follow:
Choosing a name for your LLC
The name has to follow highly specific naming rules set by the state. Thinking of starting a posh nightclub called School House? Think again. “School” is on the list of restricted words and phrases. Certain words and phrases are restricted because you can’t mislead the public as to what kind of business your LLC is doing.
The name can't misrepresent the entity or imply it's a different type of formal business structure. This means you're barred from using terms like "Corporation" or "Incorporated" for an LLC. You also can't include financial or insurance-related terms like "Mortgage" without obtaining special consent from the Superintendent of Financial Services.
The business name also needs to include the words “Limited Liability Company” or the abbreviation “LLC” or “L.L.C.” And it can’t be the same as any other LLC registered in the state.
Appointing a registered agent
Unlike many other states, New York mandates appointing the Secretary of State as the default registered agent for your LLC. In simple terms, this just means the Secretary of State can receive legal papers or notices for your LLC.
This is designated in your filing paperwork, but the state allows an optional additional registered agent.
Filing your Articles of Organization
Filing Articles of Organization with the New York Department of State is what actually forms an LLC in New York. The Articles of Organization have to include some required information like the name of your LLC and the county it’s in. The organizer signs and files the documents.
Completing the publication requirement
This is where the LLC formation process takes on a distinctly New York flavor. New York is one of the only states with a publication step.
The publication step is just a requirement to publish the “notice” that you formed the LLC in two newspapers once a week for six consecutive weeks. These newspapers can't be random. They must be designated by the county clerk of the county where the LLC’s principal office is located.
After checking off that requirement, businesses file a Certificate of Publication with the Department of State, as well as Affidavits of Publication from the newspapers themselves.
This is a time-sensitive step. New York law requires the publication process to be completed and the Certificate of Publication filed within 120 days of the LLC's formation. If you fail to meet this deadline, the LLC's authority to carry on, conduct, or transact business in New York could be suspended.
Drafting an Operating Agreement
New York law requires owners to create a written Operating Agreement to operate an LLC. This document covers how you’ll own and manage your business. If you’re not sure what goes into an LLC Operating Agreement, it can help to ask for legal guidance.
Just like the publication requirement, the Operating Agreement has a deadline. It must be entered into within 90 days of filing the Articles of Organization.
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Getting an EIN
The Employer Identification Number (EIN) is an IRS thing — not a New York thing. But you may need an EIN to operate your LLC in New York. You might also just want one; an EIN allows you to open a business bank account, hire workers, file certain tax forms, and more. You can apply for one through the IRS. (It’s free.)
How much does it cost to start an LLC in New York?
At the very minimum, it’s going to cost several hundred dollars to start an LLC in New York (including filing everything, getting approved, and completing the publication step).
The cost primarily includes the $200 filing fee for the Articles of Organization and the $50 filing fee for the Certificate of Publication. The rest of the cost comes in with the newspapers, which can vary heavily.
What happens after your LLC is approved
The actual approval of your LLC by the state doesn’t represent the end of your work. You will need to finish up New York’s publication requirement, file your Certificate of Publication, and probably get an EIN and open a business bank account.
Many businesses use this time to gather the LLC legal documents they might need, including Articles of Organization, Operating Agreement, tax records, and any licenses or permits that apply to their work.
This is also the time to plan for ongoing requirements. For instance, New York LLCs have to file a Biennial Statement with the Department of State every two years (and pay a filing fee when doing so). This just keeps basic company information current. You might also need to pay other annual filing and permit fees. It’s helpful to plot these events on your calendar ahead of time.
Ask a Provider Lawyer about your NY LLC with LegalShield using your LegalShield Membership
Learning how to set up an LLC in New York is important, but forming the LLC is only part of running your business. You might also have questions about contracts, Operating Agreements, taxes, licenses, or what to do after your LLC is approved.
LegalShield does not form LLCs for you, but the LegalShield Small Business Plan gives members access to a provider law firm for legal guidance before, during, and after LLC formation.
Get the details on the LegalShield Small Business Plans and how one might be able to help you.
Sources
- New York Department of State. (n.d.). Forming a Limited Liability Company. https://dos.ny.gov/forming-limited-liability-company-new-york
- New York Department of State. (n.d.). Restricted words and phrases. https://dos.ny.gov/system/files/documents/2018/10/restrictedwordsphrases.pdf
- New York State Senate. (2014, Sept. 22). Affidavits of publication. https://www.nysenate.gov/legislation/laws/LLC/206
- New York Department of State. (n.d.). Certificate of Publication for Domestic Limited Liability Company. https://dos.ny.gov/certificate-publication-domestic-limited-liability-company-0
- New York State Senate. (2024, March 8). SECTION 203. https://www.nysenate.gov/legislation/laws/LLC/203
Official Website of the City of New York. (n.d.). - Employer Identification Number. https://nyc-business.nyc.gov/nycbusiness/description/employer-identification-number-ein
- IRS. (2026, March 26). Get an employer identification number. https://www.irs.gov/businesses/small-businesses-self-employed/get-an-employer-identification-number
- New York Department of State. (n.d.). Articles of Organization for Domestic Limited Liability Company. https://dos.ny.gov/articles-organization-domestic-limited-liability-company-0
- New York Department of State. (n.d.). Biennial Statements for Business Corporations and Limited Liability Companies. https://dos.ny.gov/biennial-statements-business-corporations-and-limited-liability-companies
- New York Department of State. (n.d.). Expedited Handling Services for Division of Corporations. https://dos.ny.gov/expedited-handling-services-division-corporations
Frequently Asked Questions
The time it takes to form an LLC in New York can vary depending on how you submit your paperwork and whether you choose expedited processing. Standard processing in NY is usually a few weeks, but you can pay extra to have your filing processed within 24 hours of your request, on the same business day, or even within two hours. This expedited handling requires additional, non-refundable fees.
That said, remember that the publication requirement will still take at least six weeks.
To start an LLC in New York, you typically need a compliant LLC name, a county location, an address where the Secretary of State can mail legal papers, Articles of Organization, an Operating Agreement, and completion of the publication requirement post-formation.
The publication requirement in New York calls for newly formed LLCs to publish a “notice of formation” in two newspapers once per week for six weeks in a row. After that’s complete, the LLC files a Certificate of Publication with the Department of State.
The Secretary of State is designated as the registered agent for all LLCs in New York, but you can serve as an additional registered agent.
Get the Answers You Need, When You Need Them
Author
Elyse Dillard
Content Specialist at LegalShield
Content Specialist at LegalShield, creating educational resources about legal and consumer protection topics. She focuses on making complex legal and financial concepts accessible to readers and has contributed to various educational articles on consumer rights and protections.
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