Articles of Organization is a document used to form an LLC. All 50 states across the US, including New York, require the submission of an Articles of Organization to create a limited liability company. The steps involved in writing and submitting the document vary from state to state. In this article, we explain how to create and file a New York Articles of Organization.
NEW YORK ARTICLES OF ORGANIZATION QUICK GUIDE
Filing your company’s Articles of Organization with the New York Department of State is a simple task – once you know what you’re doing. First up you’ll have to complete an Articles of Organization form. This captures all the basic information about your LLC New York state needs to officially form your company.
Once complete you must submit the form to the Department of State. You can file your documentation either electronically or by old-fashioned mail. Electronic submissions have much faster turnaround times. You will also have to pay a formation fee of $200. Check out our guide below for everything you need to know about processing an Articles of Organization New York.
JUMP TO CONTENT
- Locate New York Articles of Organization Form
- Complete Articles of Organization Details
- Submit to New York Department of State
- What Happens Next?
1: LOCATE NEW YORK ARTICLES OF ORGANIZATION FORM
The New York Articles of Organization document is available online and you can access it in one of two ways – depending on how you plan to file your submission. You have a choice of completing the form online or downloading a pdf and filling in the form manually.
You can locate and complete Articles of Organization online by creating an account with the New York State Business Express website. This is the fastest and easiest way to submit your documentation. If you file your Articles of Organization during regular business hours it will be rapidly reviewed – usually within minutes.
FORM DOWNLOAD VIA PDF
If you prefer, you can download the Articles of Organization pdf and complete it manually. The form is available from the New York Department of State website. On completion, the form should be sent to the Department of State’s Division of Corporations.
2: COMPLETE YOUR NEW YORK ARTICLES OF ORGANIZATION
Once you have accessed the form it is time to begin filling it out. There are some differences between the online Articles of Organization and its downloaded pdf equivalent. The download form is short and requires just the basic information about your New York LLC.
The online version includes some additional optional fields you can complete or choose to leave blank. Let’s take a look at the information you’ll need to provide for a New York Articles of Organization LLC.
INFORMATION REQUIRED FOR ARTICLES OF ORGANIZATION NEW YORK
Name of LLC
The name you choose for your LLC must meet strict naming criteria. It must contain a reference to “limited liability company” or one of its abbreviations. And, it cannot be a name already in use by another company or cannot be easily confused with an existing company. Additionally, you cannot use words that could lead to the company being mistaken for a government agency.
County Location of LLC Office
You must list the county where your primary LLC office will be located. The county you choose will determine the newspapers you will use for your LLC formation notice. This can have a significant impact on cost – as publication fees vary greatly between newspapers.
Address For Service of Process
You must provide an address for service of process. This is the address the secretary of state will forward all legal and tax documents to. The secretary of state acts as registered agent for all New York based LLCs. They will forward all documentation to this address for service of process.
Members & Managers
This section is used to capture the name of all original members and managers. If your LLC is member-managed you can just list the names of the company members.
Registered Agent Details
The registered agent section is optional. If you are not appointing a registered agent you can leave it blank. In the state of New York, the Secretary of State’s office operates as the Agent for Service of Process for all LLCs by default. However, you are still free to appoint a registered agent if you wish to do so.
If you wish to do so, you can specify the company’s management structure. You can choose from either member-managed or manager-managed. A member-managed structure sees the company members taking care of the day-to-day operations of the company. Manager-managed on the other hand involves the appointment of managers to take care of operations.
Effective Date / Dissolution Date
This section allows you to choose an effective date and dissolution date. If you don’t want the LLC to be formed when you submit your paperwork you can delay it by up to 60 days. You can also choose a date for the dissolution of the company. If you want the LLC formed perpetually, just leave this section blank. Setting effective and dissolution dates is optional and can be skipped.
3: SUBMIT NEW YORK ARTICLES OF ORGANIZATION
Once you’ve completed the form and added your company details, it’s time to file the form with the New York Department of State for review. All New York Articles of Organization must be submitted to the Division of Corporations of the New York Department of State.
You can file your document online or by physical mail. Online applications are reviewed in minutes if submitted during regular business hours. Mail applications take much longer with time frames ranging from 2-5 weeks. If you want a fast turnaround, submit your Articles of Organization online via the Department of State’s Business Express portal.
1: ONLINE FILING
Visit the New York Department of State’s Business Express portal and submit your Articles of Organization online. The filing fee is $200 and applications are generally reviewed within minutes.
2: PHYSICAL MAIL
To file your Articles of Organization by physical mail you must send them to the Division of Corporations of the New York State Department of State. The filing fee is also $200 and you can expect to wait 2-5 weeks for your document to be reviewed.
4: WHAT NEXT?
What happens next for a New York LLC? Completing and submitting your NY Articles of Organization is only one step in a series of steps required when forming an LLC in New York.
To ensure your company is on firm ground and meets all necessary compliance and regulatory requirements. There are a few critical tasks you must close out. For an in-depth explainer see How To Form an LLC in New York. And, for a quick overview, see below.
When forming an LLC in New York you must publish a notice related to the formation of the company in two newspapers within 120 days. You must publish a copy of your Articles of Organization or a notice related to the formation of the company for six successive weeks. For more see New York LLC Publication Requirements.
GET AN EIN
An EIN is like a social security number for a company. You’ll need it to open a business bank account, pay company taxes, and apply for business licenses. It is a nine-digit number and can be obtained for free by applying to the IRS. For more see our full guide – Getting an EIN for LLC.
OPEN A BUSINESS BANK ACCOUNT
Opening a business bank account allows you to separate your company and personal finances. This is a vital step in forming an LLC. To protect your company’s corporate veil and your limited liability protection you must draw a clear line between your personal and business finances. For more see – Opening a Bank Account for LLC.
CREATE AN OPERATING AGREEMENT
You should create an operating agreement from the very outset of forming your New York LLC. The document is a legal requirement in the state of New York. An operating agreement defines how a company will be managed, who the members are, and how profits and losses will be distributed.
It is an excellent tool for conflict resolution and becomes legally binding when signed by all members. For more see our full guide – What Is an LLC Operating Agreement?
BUSINESS LICENSES & PERMITS
When forming an LLC in New York you will need to determine the business licenses and permits your company needs. License and permits apply at county, state, and federal level. The best way to find out what you need is to reach out to the bodies below. For more see – Business Licenses & Permits for LLC.
- LOCAL: County Clerk
- STATE: Business Express website (New York)
- FEDERAL: US Small Business Administration
The business insurance your New York LLC will need on the nature of your business and where it’s located. At a minimum, you will need Workers’ Compensation and Unemployment Insurance if you are hiring employees. You can apply for Workers’ Compensation through the New York State Insurance Fund or a via a private company. And, you can get Unemployment Insurance through the New York State Department of Labor.
Erik is a 30-year industry veteran with a wealth of experience in cross-functional areas ranging from business consulting to business education. He has worked in the private sector where he has advised start-up enterprises on early formation, capital acquisition, and tax issues.
While he specializes in business formation he has also held roles in several academic institutions where he teaches organizational decision-making, business strategy, and operations management. Erik is a graduate of the McCombs School of Business at the University of Texas at Austin.