Domestic vs. Foreign LLC in New York — Which Applies?
A domestic LLC is formed in New York. A foreign LLC is formed elsewhere but registered to do business in New York. If you operate in NY, you need one or the other. Understanding the difference determines your filing requirements and costs. See all LLC types or our formation guide.
Quick Comparison
| Domestic NY LLC | Foreign LLC in NY | |
|---|---|---|
| Formation document | Articles of Organization (DOS-1336), $200 | Application for Authority (DOS-1368), $250 |
| Publication required | Yes | Yes (same) |
| Biennial Statement | $9 every 2 years | $9 every 2 years |
| IT-204-LL annual fee | Yes ($25-$4,500) | Yes ($25-$4,500) |
| NY income tax on members | Yes (on NY-source income) | Yes (on NY-source income) |
| Home state compliance | N/A | Yes (dual-state obligations) |
| Internal affairs governed by | NY LLC Law | Home state's LLC law |
When to Form a Domestic NY LLC
- You operate primarily in New York
- You want a single state of compliance
- You want NY LLC Law to govern your internal affairs
- You want the simplest, cheapest approach for an NY-based business
When to Register as a Foreign LLC
Ready to get started?
Get Started- You already have an LLC in another state (Delaware, Wyoming, etc.)
- You have operations in multiple states and prefer your home state's law
- You specifically need Delaware or Wyoming law for governance or asset protection reasons
The Key Insight
If you operate in New York, you pay NY taxes regardless of where your LLC is formed. Forming in Delaware or Wyoming does NOT save you NY income tax. It adds compliance costs (fees in both states, agents in both states) without reducing your NY tax burden.
The primary reason to register foreign (rather than form domestic) is if you already have an established LLC elsewhere and need to expand into NY, or if you specifically need another state's legal framework (VC requirements, etc.).
FAQ
Does forming in Delaware avoid NY publication?
No. Foreign LLCs registered in NY must ALSO complete the publication requirement. You do not escape publication by forming elsewhere.
If I form in NY, do I need to register in other states?
Only in states where you "conduct business" — physical office, employees, or property in that state. Selling online to customers in other states generally does not require foreign registration (though it may trigger sales tax nexus).
Which is cheaper for an NY-operating business?
Domestic NY LLC. Formation is cheaper ($200 vs. $250), you avoid dual-state compliance, and publication is the same regardless. No reason to pay foreign registration unless you have a specific legal need for another state's LLC law.