How to Form an LLC in New York

This is the complete guide to forming a limited liability company in New York State. We cover every step from choosing your LLC name to filing your Articles of Organization with the New York Department of State. The state filing fee is $200 — but the total first-year cost is significantly higher due to New York's unique publication requirement, which can add $300-$2,000+ depending on your county.

Table of Contents

1. Overview — Why Form an LLC in New York
2. Choose a Name
3. Appoint an Agent for Service of Process
4. File Your Articles of Organization
5. Publish Formation Notice (REQUIRED)
6. Create an Operating Agreement
7. Get Your EIN
8. Costs
9. After You File
10. FAQ

Overview — Why Form an LLC in New York

New York LLCs are governed by the New York Limited Liability Company Law (NY LLC Law, Chapter 34 of the Consolidated Laws). Despite having one of the more expensive and complex LLC formation processes in the country (due to the publication requirement), New York remains essential for businesses operating in the state because:

• Required if you operate in NY — if you have an office, employees, or regular customers in New York, you must have a domestic NY LLC or register as a foreign LLC regardless
• Operating agreement is legally required — NY is one of few states that mandates a written operating agreement (NY LLC Law Section 417), strengthening governance
• Secretary of State as default agent — the NY DOS is automatically designated as your agent for service of process (providing a backstop if your designated agent fails)
• Strong economy — access to the largest financial market, media industry, and professional services market in the US
• Pass-through taxation — like all LLCs, default pass-through avoids corporate double taxation

The major downsides:

• Publication requirement adds $300-$2,000+ in unavoidable newspaper costs
• New York State income tax (4%-10.9%) plus NYC tax (3.078%-3.876%) if applicable
• Biennial filing fee based on NY-source gross income ($25-$4,500)

For a comparison to forming elsewhere, see our [New York vs Delaware](/versus/new york-vs-delaware-llc/) and [New York vs Wyoming](/versus/new york-vs-wyoming-llc/) comparisons.

Choose a Name

Your LLC name must comply with NY LLC Law Section 204 and include "Limited Liability Company," "LLC," or "L.L.C." The name must be distinguishable from other entities on file with the NY Department of State.

Restricted words requiring additional approval:

• "Bank," "trust," "insurance" — require approval from the NY Department of Financial Services
• "Doctor," "medical," "dental" — require Education Department approval
• Words implying government affiliation are prohibited

Before committing to a name, search the DOS database to verify availability. You can reserve your name for 60 days with a $20 fee by filing an Application for Reservation of Name.

Appoint an Agent for Service of Process

New York requires every LLC to designate the Secretary of State as its agent for service of process (this is mandatory and automatic under NY LLC Law Section 301). Additionally, you must provide an address within or outside New York where the DOS will mail process forwarded on your behalf.

Key distinction from other states: In New York, the Secretary of State always serves as your statutory agent — you do not designate a separate registered agent the way Texas or California does. Instead, you provide a "service of process address" where the DOS forwards documents after accepting them.

You can also designate an agent for service of process (NY LLC Law Section 301) who receives process directly (bypassing the DOS forwarding). This is optional but provides faster notification.

See our agent for service of process guide for details.

File Your Articles of Organization

File Articles of Organization (Form DOS-1336) with the New York Department of State, Division of Corporations. The filing fee is $200.

Required information on DOS-1336:

• LLC name
• County within New York where the principal office is located
• The Secretary of State as agent for service of process (mandatory)
• Address for forwarding of process (where DOS mails served documents)
• Effective date (filing date or up to 60 days in the future)
• Duration (perpetual or specific date)
• Optional: designation of an agent for service of process

You can file online through the NY DOS Business Express portal or by mail to the Division of Corporations. For a step-by-step walkthrough, see our detailed filing steps.

Publish Formation Notice (REQUIRED)

This is what makes New York unique and expensive. Within 120 days of filing your Articles of Organization, you must publish a notice of LLC formation in two newspapers (one daily, one weekly) for six consecutive weeks in the county where your LLC's office is located (NY LLC Law Section 206).

Publication costs vary wildly by county:

The process:

1. Contact the County Clerk to find out which newspapers are designated for legal notices in your county
2. Arrange publication in one daily and one weekly newspaper
3. Newspapers publish your LLC formation notice once per week for six consecutive weeks
4. After six weeks, each newspaper provides an Affidavit of Publication
5. File a Certificate of Publication (Form DOS-1337) with the NY DOS along with the affidavits ($50 filing fee)

What happens if you do not publish: Your LLC continues to exist, but its authority to conduct business in New York is suspended. A suspended LLC cannot bring lawsuits in NY courts (but can still be sued). The suspension is lifted once you complete publication and file the certificate.

Create an Operating Agreement

New York requires a written operating agreement — this is unusual. Under NY LLC Law Section 417, within 90 days of filing your Articles of Organization, the members must adopt a written operating agreement. This is one of the few states where this is a legal mandate, not just a recommendation.

Your operating agreement must address (per Section 417):

• Rights and duties of members and managers
• Voting rights
• Profit/loss allocation and distributions
• Transfer of membership interests
• Admission of new members
• Events of dissolution

See our operating agreement guide for details.

Get Your EIN

An Employer Identification Number (EIN) is your LLC's federal tax ID. Apply free at irs.gov for immediate issuance. You need it for bank accounts, employee hiring, and tax filing.

Costs

Here is the complete cost breakdown for forming and maintaining a New York LLC:

Total first-year cost (typical): $650-$2,350+ depending on your county's publication costs.

For a full analysis, see our complete cost guide.

After You File

Once your Articles of Organization are filed:

1. Complete publication requirement within 120 days (most urgent step)
2. Create your operating agreement within 90 days (legally required)
3. Get your EIN
4. Open a business bank account
5. File your first Biennial Statement (due every 2 years in anniversary month)
6. Understand your tax obligations — state income tax, NYC tax if applicable
7. Obtain necessary business licenses

FAQ

How much does it really cost to form an LLC in New York?

The state filing fee is $200, but the mandatory publication requirement adds $300-$2,000+ depending on county. Manhattan is most expensive; upstate counties are cheapest. Total realistic first-year cost: $650-$2,350+. See our cost guide.

What is the publication requirement?

NY LLC Law Section 206 requires you to publish a notice of formation in two newspapers for six consecutive weeks within 120 days of filing. This is unique to New York and adds significant cost. Failure to publish suspends your LLC's authority to bring lawsuits in NY courts.

How long does formation take in New York?

Standard DOS processing takes 5-7 business days online. However, the publication process takes at minimum 6 weeks. So from filing to full compliance (including publication): approximately 8-10 weeks minimum.

Does New York require an operating agreement?

Yes. Unlike most states where an operating agreement is recommended but optional, NY LLC Law Section 417 requires members to adopt a written operating agreement within 90 days of filing. New York is one of the strictest states on this requirement.

Can I form a New York LLC if I do not live in New York?

Yes. NY does not require members to be state residents. You still need the Secretary of State as your agent (mandatory) and must provide a forwarding address for service. See our non-resident guide.

Is the publication requirement being eliminated?

As of 2026, the publication requirement remains in effect. There have been periodic legislative proposals to eliminate or reduce it, but none have passed. Plan for publication as a mandatory cost of NY LLC formation.

What happens if I miss the 120-day publication deadline?

Your LLC's authority to conduct business is suspended (NY LLC Law Section 206(a)). You cannot bring lawsuits in NY courts. However, your LLC still exists and can still be sued. You can cure the suspension at any time by completing publication and filing the Certificate of Publication.