Filing Articles of Organization for a New York LLC
In this lesson, we will walk you through filing your LLC Articles of Organization (“DOS 1336”) with the New York Division of Corporations.
This is the document that officially forms your New York LLC.
New York LLC Filing Fee
The New York LLC filing fee is $200. This is a one-time filing fee paid to the Division of Corporations.
Note: The “LLC filing fee” (the fee to create a New York LLC) is the same thing as the “Articles of Organization fee”. The Articles of Organization is the document, that once approved by the Division of Corporations, creates your New York LLC.
How much is an LLC in New York explains all the fees you’ll pay, including the Articles of Organization filing fee.
Methods of Filing
There are 2 ways to file your Articles of Organization with the state:
- online (recommended)
- or by mail
The online filing and the mail filing both have the same filing fee ($200). The only difference between the two is the approval time:
- If you form your New York LLC online, it will be approved immediately, if you file during business hours.
- If you form your New York LLC by mail, it will be approved within 8 months (plus mail time).
Note: Filing times may take longer due to government delays. For the most up-to-date LLC processing times, check how long does it take to get an LLC in New York.
LLC University® Recommendation
We recommend the online filing as it’s easier to go through, the approval time is much faster, and it’s easier to get a copy of your LLC’s approval.
However, you’ll find instructions for both the online filing and the mail filing below.
If you want to hire a company to form your LLC instead, check out Best LLC Services in New York.
LLC University® Prior Lessons
Make sure you’ve read our prior lessons before proceeding. The address you use in your New York LLC’s Articles of Organization will determine where you need to meet the newspaper publication requirement (which may or may not cost you a lot of money). Prior lessons:
New York LLC Formation – Overview Video
- This is an overview video.
- It discusses the pros and cons of filing your LLC online vs filing by mail.
- The video mentions that the approval time for mail filing to be 1-2 weeks. This is no longer the case. Mail filing takes 8 months (plus mail time) to be approved.
Form Your New York LLC Online
Note: As of December 2018, the New York Division of Corporations has changed their online LLC filing process. Online LLC filings are now done through the New York Business Express. The instructions below reflect the most up-to-date online filing procedures.
1. Getting Started
- Visit the New York Limited Liability Company page to get started.
- Scroll down to “How to Apply” and click “Apply Online as an owner”
- If you already have a NY.gov Business Account, then you can login.
- If you don’t have a NY.gov Business Account, click “Register Here“.
2. NY.gov Business Account Registration
- Enter your name, email address, and a preferred username. Then check off “I’m not a robot” and click “Create Account“.
- Review your information and click “Continue“.
- You’ll see an “email activation” message. Click “Finish” at the bottom and close the browser tab/window.
3. Email activation, security questions, and password
- Go to your email inbox and click the activation link that the state sent you.
- You’ll be redirected to a page where you must create 3 security questions. Keep this saved with your passwords. Once finished, click “Continue“.
- Create your account password and make sure this is saved as well. Then click “Continue“.
- On the next page, click “Go to MyNy“.
- Scroll down to the bottom of the page and click “NY BUSINESS EXPRESS“
4. Starting forming your LLC online
- You should be redirected to your NY Business Express account; specifically to the “Name Determination” step.
- If not, go back to the New York Limited Liability Company page and scroll down to the “How to Apply” section. Then click “Apply Online as an owner“. You should now be redirected to the “Name Determination” step.
Prior LLC University® lesson: Before proceeding with this section, make sure you have read the prior lesson: New York LLC Name Search.
Enter your desired New York LLC name, including the designator, then click “Check Name“. The system will tell you whether or not your LLC name is available. Once the name is acceptable, enter it again at the bottom and then click “Save & Continue“.
As per Section 204 of the New York Limited Liability Company Law, the following are the allowed designators for your LLC:
- LLC (most common)
- Limited Liability Company
Name Verification, County
Optional Opening Statement
You can select a standard opening statement that your LLC is being set up as per Section 203 by a person who is at least 18 years old. This section is optional though. Many filers do leave this unchecked.
Limited Liability Company Name
Does the name of the limited liability company contain any non-English words or phrases?
Select “Yes” or “No” depending on your LLC name. If your LLC name has a non-English word or phrase, you must include the English translation.
Optional Purpose Clause:
You can select for your LLC to have a “general purpose” clause (to engage in any lawful activity). This section is optional. Most filers do check this off so their LLC has a general business purpose. You can leave this unchecked though if you’d like.
Prior LLC University® lesson: Before proceeding with this section, make sure you have read our New York LLC publication requirements part 1. The county that you select here will have a direct impact on how much it costs you to publish your required newspaper ads. Prices can range from $100 to over $1,000, depending on the county.
The county, within this state, in which the office of the limited liability company is to be located is:
Select from the drop down menu the county in which your LLC’s office is located. Then click “Save & Continue“.
Service of Process, Registered Agent
Let’s discuss a few things about Service of Process and Registered Agents in New York:
- First, we recommend reading our New York Registered Agent page. This is an easy read explaining the quirks about New York Registered Agents and how the SSNY acts as the Agent for Service of Process for all LLCs. (You can also read about Is a Registered Agent a Member of an LLC? just for your reference.)
- Service of Process is the delivery of legal mail, such as complaints, summons, subpoenas, or any court documents.
- By default the NY Secretary of State’s office is the Agent for Service of Process (another way to say “Registered Agent”) for all LLCs in the state. If your LLC is sued, those papers are “served” to the SSNY office. After the SSNY receives them, they’ll forward them to you at your “Address for Forwarding of Service of Process”.
- Your “Address for Forwarding of Service of Process” can be either your own address or the address of a service company (like Northwest Registered Agent)
If you followed our other lessons and are going to hire Northwest Registered Agent ($125 per year) and then publish your newspaper ads in Albany County, you can select “Select a Service Company” and then choose “Northwest Registered Agent LLC” from the drop down menu.
If you’re going to publish your newspaper ads in your own county, you can select “Enter Service of Process Information” and then enter your LLC name and its address.
Optional Registered Agent
This section is not necessary for most people. Most filers leave this section unchecked and then click “Save & Continue“.
Optional Management Structure
If you would like to state in your Articles of Organization how your LLC is to be managed (Member-managed vs Manager-managed LLC) you can check the box and then make a selection below.
If you leave this section unchecked, you’ll be able to designate this in your LLC Operating Agreement instead.
Optional Effective Date
Your LLC effective date is the day your LLC goes into existence. If you leave this box unchecked, your New York LLC will go into existence on the day it is approved by the New York Division of Corporations.
If you’d like your LLC to go into existence on a future date (which, as per Section 203, can’t be more than 60 days in the future), you can check this off, select “on the following date“, and use the calendar tool to enter that date.
Pro tip: Choosing an LLC effective date of January 1st can be helpful if you’re forming your LLC late in the year (November or December) and you don’t need your LLC open right away. This will make your tax and bookkeeping records easier.
Optional Dissolution Date
You would check this section off if you want your New York LLC to automatically shut down (dissolve) on a future date. Most filers prefer for their LLC to have a perpetual existence and leave this section unchecked. This means the LLC will remain open until the owners choose to dissolve it.
Optional Liability Statement
This Optional Liability Statement has 3 parts:
- hold harmless
At first, this section may sound very confusing. But don’t worry, we got your back ;)
What do most people do? Most people don’t check off this optional statement. They leave it unchecked.
This page (a 2-minute read) explains why:
Is the Optional Liability Statement a good idea when forming an LLC in NY?
- Related Articles: LLC Organizer vs LLC Member and Registered Agent vs LLC Organizer. Make sure you understand the role of an Organizer before completing this section.
Enter the name of your LLC’s Organizer and their address in the boxes provided.
An LLC Organizer is the person who is submitting the Articles of Organization to the state.
An LLC Organizer may or may not be an LLC Member. However, many people forming their own LLCs are both an Organizer and a Member.
Tip: If you hire Northwest Registered Agent, you can use their address as your Organizer’s address, even if you’re the LLC Organizer. This will help reduce junk mail. Nothing from the state is mailed to this address. Unfortunately many marketing companies just spam the crap out of people at whatever address is listed here.
Type the Organizer’s name in order to electronically sign the form. Then click “Save & Continue“.
If New York wasn’t quirky enough; now you’re thinking, “What the heck is the difference between an LLC Organizer and an LLC Filer?!”
We feel your frustration and we agree; they do sound confusingly similar.
An LLC Organizer is technically the one responsible for the submission of the LLC’s Articles of Organization. And the Filer is the one who is delivering the Articles of Organization.
Think about it this way: pretend an attorney is forming an LLC for a client. Once the LLC paperwork is done, he has his assistant run it over to the NY Division of Corporations office (since they work close by). The attorney is the LLC Organizer and his assistant is the LLC Filer.
Most people forming their own LLCs are both the Organizer and the Filer. If that’s the case, enter your name and address here and then click “Next“.
Tip: And just like the Organizer’s address, nothing is sent to this address by the state. The only thing you’ll get is junk mail. If you hired Northwest Registered Agent, you can use their address here to reduce the junk mail.
On the next page you’ll see a summary of your LLC filing in PDF format. Review for accuracy and check for any typos. If all looks good, click “Proceed“. If you need to make any changes, click “Back“.
- A Plain Copy (of your Articles of Organization) is $5. We recommend ordering this since, by default, the state only sends you back a Filing Receipt (proof that you paid). By ordering a Plain Copy, you’ll get a stamped and approved copy of your Articles of Organization.
- A Certified Copy (of your Articles of Organization) is $10. This is just a fancier version of the plain copy since it has a state seal. If you want to spend $5 extra and get a Certified Copy instead of a Plain Copy, feel free to do so, but it’s usually not needed.
- A Certificate of Existence is $25. It’s an official document (with a seal) that states your LLC is in compliance and in good standing. Most filers don’t need this. If you want to spend $25 to have another “official certificate”, feel free to order one. One example of when this may be needed is if you’re registering your New York LLC as a Foreign LLC in another state.
Make your desired selection(s) and then click “Proceed“.
On the next page, you’ll see the total filing fee for your New York LLC. Scroll down and click “Proceed to Payment“.
Enter your credit card information and your billing address and then click “Process” to complete your payment to the state.
Congratulations, your New York LLC filing has been submitted to the Division of Corporations.
Now you just need to wait for your LLC to be approved.
New York LLC Approval (online filing)
After electronically submitting your Articles of Organization to the New York Division of Corporations, they’ll process and review your filing within a few minutes, as long as you filed during business hours.
Once your LLC is approved, you’ll receive back a Filing Receipt and any “Additional Services” documents you ordered (for example: a Plain Copy of your Articles of Organization).
The state will notify you by email once your LLC is approved.
New York Division of Corporations Contact Info
If you have any general LLC questions, you can contact the New York Division of Corporations at 518-473-2492. Their hours are Monday through Friday from 8:30am to 4:30pm Eastern.
If you have any issues with the NY Business Express website, you can contact their support number at 518-485-5000. Their hours are also Monday through Friday from 8:30am to 4:30pm Eastern.
Form Your New York LLC by Mail
If you prefer to file by mail, you’ll find instructions in the video below.
- We recommend the online filing for a number of reasons: it’s easier to complete, approval time is faster, and it’s easier to order a stamped and approved copy of your Articles of Organization.
- The video mentions approval time for mail filing to be 1-2 weeks. This is no longer the case. Mail filing now takes 8 months (plus mail time) to be approved.
- Download the Articles of Organization (DOS 1336) and complete the form (the instructions above are similar).
- The $200 filing fee can be paid with a check or money order. Make it payable to “Department of State”.
- Mail your completed Articles of Organization and payment to:
Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231
When filing your New York LLC by mail, it will take 8 months (plus mail time) before it’s approved. The state will mail you back a Filing Receipt (proof that you paid) once your LLC is approved. They will not mail you back a stamped and approved copy of your LLC’s Articles of Organization.
In order to get a stamped and approved copy of your LLC’s Articles of Organization, you’ll need to mail in a request letter (NY LLC Request for Copies) and pay $5 for a plain copy or $10 for a certified copy.
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New York LLC Act: 34.1.102
New York LLC Act: 34.1.203
New York LLC Act: 34.1.204
New York Department of State: Licensing Services
New York Department of State: Forming a Limited Liability Company
New York Department of State: FAQs: Corporations & Business Entities
New York Department of State: Articles of Organization for a Domestic LLC
New York Department of State: Domestic LLC Articles of Organization (DOS 1336)
NEW YORK LLC GUIDE
Follow the lessons below to form your New York LLC.