Starting a new business isn’t cheap. But there are plenty of ways to cut costs without sacrificing quality. One way is to start off small and grow into a larger operation over time. Another option is to consider forming an LLC in New York state.
LLCs are one of many types of business structures that exist today. They come with their own set of pros and cons, including tax benefits and liability protection. But the biggest benefit is flexibility. You can form an LLC wherever you choose, and you don’t have to register anywhere else.
The process of creating an LLC involves filing paperwork with the secretary of state in the state where you want to operate. This includes paying fees and providing proof of identity and residency. Once you’ve done that, you’ll receive a Certificate of Formation, which officially creates the entity.
Once you have an LLC, you’ll need to decide who gets to participate in the ownership structure. An LLC is a “member-managed” organization, meaning everyone involved must sign off on important decisions like hiring managers and board members. If you hire someone to work full time, they’ll probably need to become a member. And if you open up a shop in another city, you might need to find a local lawyer willing to take on the responsibility of managing the LLC.
If you do end up choosing to incorporate in New York, here’s a breakdown of the costs associated with starting a business in the Empire State.
Fees & Taxes
In addition to filing fees, there are yearly franchise tax payments for businesses operating out of the state. For example, if you make $1 million in gross revenue during the course of the year, you’d owe $25,000 in franchise taxes.
Table of Contents
Initial New York LLC Filing Fee
Here are some things you might want to know about filing an initial New York limited liability company (LLC).
The secretary of state charges an initial filing fee of $200$300+ depending on how many members are in the LLC. You must file the articles of organization within 30 days of forming the LLC. If you do not file the articles of organization, the LLC is automatically dissolved.
You can use IncFile.com to file the articles of the organization online. Once you complete the process, we will send the required documents to the Secretary of State’s office. They will review it and issue you a receipt.
Choose to hire us to handle the entire process. We will provide you with all the necessary forms and instructions, including the articles of organization, operating agreement and membership certificate. We will mail everything to the Secretary of State for you.
We charge a flat fee of $99 per member ($199 for multiple memberships), plus a $50 processing fee. The processing fee covers our administrative costs, such as handling the paperwork, mailing the documents, etc.
Employer Identification Number (NY)
Every LLC needs an Employer Identification Number (EIN). This number helps you keep track of all of your business expenses. You’ll use it to file your federal income tax return each year. And if you’re filing taxes online.
Foreign LLCs
Before bringing a New entity from another jurisdiction into New Jersey, you must apply.Foreign for foreign qualification. This includes obtaining a Certificate of Authority (COA).
There Annual are other requirements specific to different types of new companies. For example, there are Permits additional rules regarding the number of directors and shareholders. Contact the NY Secretary Of the New State for further information. York Foreign Other Before you can open a foreign Branch Office or establish Obtaining a subsidiary company, you need to apply to register a foreign Changing limited liability company in New York. Suppose you are opening a foreign branch office or establishing Reserving, a subsidiary company in New Jersey. In that case, you do not Amend the need to register a foreign entity Getting in New Jersey.
A foreign LLC needs to obtain a Certificate of Authority before it can operate in the state of New York. You must file Form N-1 with the New York Secretary of State to obtain such a certificate. This form requires information about the foreign LLC, including name, address, principal place of business, and registered agent.
If you are opening a foreign Branch Office or establishing a subsidiary company outside of the United States, you do not need a foreign corporate registration in New York. However, you still need to obtain a Certificate of Authority before operating in New York.
You must file a Form F-1 with the New Jersey Division of Corporations to obtain a Certificate of Authorization. In addition to filing a Form F-1, you must pay $100 fee.
Foreign Qualification to Operate in Another State
To operate in another state, businesses must meet certain qualifications. This includes obtaining foreign qualifications. Depending on the type of business entity, each state has different requirements regarding what qualifies as foreign.
A foreign corporation must file an annual report, called a certificate of authority, with the secretary of state’s office. A foreign corporation must maintain a registered agent in every state where it conducts business. In addition, a foreign corporation must appoint one person as a resident agent in the state in which it operates.
The information contained in this article is general in nature and does not constitute legal advice. You are urged to consult with counsel concerning your particular situation.
New York Biennial Report
The New York Business Research Institute (NYBRI) provides free annual reports that provide key financial indicators for businesses across New York state. These reports cover several areas such as sales, income, assets and liabilities. They also contain useful information regarding the company’s capital structure and whether it pays dividends.
Annual Report
The IRS requires certain entities to file Form 990 annually. Some of those entities include churches, schools, charities, etc. If you want to know what form 990 is, read our article here.
Fees
There are four types of fees associated with filing 990 forms:
1. Electronic filing fee – $25 per return
2. Manual filing fee – $35 per return
3. Paper filing fee – $30 per return
4. Payment processing fee – $0.20 per transaction
New York business license requirements
Before starting any business, you must obtain a New York business license. A business license is required to conduct certain activities such as selling alcohol, operating an airplane, owning a gun shop, running a taxi service and conducting a funeral home. Depending on the type of business you want to start, different types of licenses and permits are available. You can find out whether you need a permit by checking online.
Permits and licenses vary based on:
A New York business license is required if your company earns over $1 million per year. If your company operates out of New York City, it must register with the state tax department. This includes companies like Amazon, Facebook, Apple, Microsoft, Twitter and Uber.
LLC Operating Agreement Requirements: New York
An operating agreement is a contract among all the members of your organization. This document outlines how you want your company to operate. There are many different types of agreements, each serving a specific purpose. For example, a corporate resolution sets out the basic rules that govern your board of directors; a shareholder agreement specifies the terms under which shareholders hold shares in your company; and a partnership agreement describes how partners will share profits and losses.
The best way to start thinking about creating an operating agreement is to think about what it needs to accomplish. What do you want it to say? Who wants to read it? How much detail is needed? Is it just a one-time thing, or does it need to be updated periodically? These questions will help guide you toward the type of operating agreement that works best for your situation.
If you’re starting up a new company, you’ll probably want to draft an operating agreement that defines the company’s purpose, governance structure, management team, and ownership interests. You might even want to add provisions related to intellectual property, employee benefits, and tax considerations. If you already have a company, you might want to update your existing operating agreement to reflect changes such as adding additional members, changing the name of the company, or expanding into a new market.
A good operating agreement includes information about your company’s purposes, governance, management structure and membership.
In addition to these items, you’ll likely need to address issues like who owns what assets, and who is responsible for paying bills and distributing money.
You can find sample operating agreements online. Some companies use templates that they customize for their particular circumstances. Others hire outside counsel to write the documents for them. Whichever route you take, ensure you understand your state law’s requirements.
There are several other new NY LLC fees and requirements
There are many new NY LLC fee and requirements. In addition to filing fees, there are now additional fees for each entity type. For example, there are now fees for domestic corporations, foreign corporations, limited liability companies, general partnerships, and limited partnerships. There are also fees for filing certain documents electronically. These include electronic filing of articles of organization, annual reports, and amendments to articles of organization. There are also fees related to the formation of an LLC through a registered agent service.
Obtaining an Assumed Name or DBA
To obtain an assumed name, a person must file a certificate of assumption of name with the Division of Corporations. This form requires the applicant to provide his/her full name, address; date of birth; social security number; employer identification number, and signature. Once filed, the application becomes public record. If the applicant later changes his/her name, he/she must file another certificate of assumption of name.
An assumed name is required if the individual plans to transact business under any other name besides his/her legal name. For example, if a person wishes to use the name “Joe Smith,” he/she must file a certificate of assuming name because it is not his/her legal name, even though Joe Smith is his/her real name. However, if a person wants to use the name “Smith Enterprises Inc.,” he/she does not need to file a certificate of assumption since he/she is already doing business under that name.
A dba is a business organization that does not require a Federal Tax Identification Number. You do not need to file a Certificate of Assumption of Business Name if you are operating as a sole proprietorship, partnership, corporation, limited liability company, or trust.
Changing the Registered Agent
There are several reasons why you might want to change your registered agent, including:
• If you move out of state.
• If you sell your business.
• To avoid paying taxes.
• For legal purposes.
If you don’t have a registered agent in New York, you’ll need to pay $100 to register one. This includes filing fees and the cost of having someone serve process for you.
You can change your registered agent anytime without incurring additional charges. Just send us a letter requesting that we act as your agent. We’ll file it with the Secretary of State and notify our current agent.
The process takes about 10 days, and there is no charge for changing your registered agent.
Reserving a Name for Your LLC
You must file an application for registration of the name of your limited liability company within 30 days after forming it. If you do not register the name within that period, you lose the ability to use it. This applies to both federal and state registrations. However, there are some exceptions to this rule. For example, you can reserve the name of a person, place, or thing, even though you did not form the company around that idea. In addition, you can reserve the same name as one that is already being used by another entity.
The following words and phrases are prohibited under New York law:
• Any name that includes vulgarity, obscenity, or profanity;
• Words that refer to ethnic groups, nationalities, religions, genders, sexual preferences, occupations, ages, political affiliations, or social status;
• Names that are disparaging or offensive to women, children, men, or animals;
• Names that suggest endorsement or sponsorship by others;
• Names that imply that the applicant is associated with any government agency or organization;
Ammending Facts About Your LLC
If you want to amend your limited liability corporation (LLC), here are some things to consider.
The most important thing to remember about amending your LLC is that it’s not complicated. You don’t need a lawyer to file the documents or even a secretary to sign off on them. In fact, there are no fees associated with filing and amending your LLC. There are, however, certain requirements you must meet. If you fail to comply with those requirements, you could face penalties.
Here are some things to keep in mind when you decide to amend your LLC:
• A member of an LLC cannot change his/her name without approval from the Secretary of State.
• An amendment requires unanimous consent from members.
• An LLC can be amended by written agreement among the members.
• An amendment does not require a meeting of the board of directors.
Getting a Certificate of Good Standing in New York
A certificate of good standing is a legal requirement for most businesses in New York state. The process begins with a request for a certificate of good standing from the New York Secretary of States Office. Once received, the secretary’s office reviews the certificate. If everything looks good, it is sent out to the applicant. The cost of getting a certificate of good standing is $25.00. The certificate must be renewed every five years, and there are no fees associated with renewals.
The certificate does not guarantee compliance with local law nor that a company is legally permitted to do business in New York. However, it provides proof that a company complies with federal, state, and local requirements. In addition, the certificate serves as a record of the company’s existence, including name changes and mergers.
Frequently Asked Questions
Why would you use a registered agent service in New York?
New York law states that every LLC must appoint a registered agent upon formation. This agent serves as the legal representative of the LLC and receives the process served against the LLC. If the registered agent does not receive the process within 90 days, it becomes liable for the debt owed. In addition, the agent must file articles of organization with the Secretary of State.
The filing fee for a corporation is $800, while the filing fee for an LLC is $2,400. An additional $1,500 or $3,000 charges if the LLC files articles of organization in New York City. These fees are paid to the county clerk where the LLC is formed.
If there is no physical office space in the state, the LLC must pay rent to a registered agent service provider. This service provides office space for the LLC and pays the rental fees directly to the county clerks’ offices.
A registered agent service provider charges 0 per month plus a one-time setup fee of $1,500. This includes the monthly payment and the initial setup fee. For example, if the LLC forms in October, the annual fee is due in April.
How to Dissolve an LLC in New York
If at any point shortly you no longer wish to continue conducting business under your LLC name, it is important to dissolve it formally. Failure to do so in time can lead to serious consequences such as unpaid taxes, fines, and possible legal troubles. In addition to avoiding potential problems, dissolving your LLC is the best way to protect yourself against personal liability.
To dissolve your New York LLC, you must close your business tax accounts and file the New York Articles of Dissociation. Follow the steps outlined in our New York LLC dissolution guide to ensure everything goes smoothly.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.
