How to Start an LLC in New York (Quick Answer)
To start an LLC in New York, file the Articles of Organization (Form DOS-1336) with the New York Department of State through NY Business Express, and pay the $200 filing fee. Once the state approves it, your LLC legally exists, and from then on it files a $9 Biennial Statement every two years plus an annual LLC filing fee based on New York-source income.
| Filing document | Articles of Organization (Form DOS-1336) |
| Filing fee | $200, one time (flat, online or by mail) |
| Where to file | New York Department of State, Division of Corporations, online via NY Business Express |
| Processing time | Online via NY Business Express, same day or within minutes; mailed filings two to three weeks. Expedited tiers: $25 for 24-hour, $75 for same-day (submitted by noon), $150 for 2-hour (submitted by 2:30 p.m.), though the state has flagged 24-hour requests running several days behind. |
| Registered agent | The New York Secretary of State is automatically the registered agent for service of process for every LLC, with no separate filing or fee; you may also designate your own registered agent for privacy (a paid service if you're not in New York) |
| EIN without an SSN? | Yes, file Form SS-4 by phone, fax, or mail (no ITIN required) |
| Form 5472 (foreign-owned)? | Required yearly for 25%+ foreign-owned single-member LLCs, $25,000 minimum penalty if missed |
| Annual filing | A $9 Biennial Statement every two years (due in the calendar month your Articles of Organization were filed), plus an annual LLC filing fee (Form IT-204-LL) of $25 to $4,500 based on New York-source gross income, $25 minimum, generally due March 15. |
| State income tax | New York levies a state personal income tax, so a standard LLC's profits pass through and are taxed on the owners' New York State returns. An LLC operating in New York City can also owe the city's Unincorporated Business Tax, 4% on net income apportioned to the city, generally once gross income crosses roughly $95,000. |
First-year cost: $200 if you file the Articles of Organization yourself. If you are not based in New York, add a registered-agent service, commonly $35 to $300 a year, plus an optional $20 name reservation.
A New York LLC filing costs $200 at the state counter. The same LLC can end up spending $900 to $3,300 all in once the state's mandatory newspaper publication requirement runs its course, depending entirely on which county the LLC calls home.
Most national LLC guides never mention this. New York is one of the few states where a founder can file everything correctly and still get blindsided by a bill that's ten times the filing fee.
Here's what actually changes when you form in New York, in the order you'll hit it.
TL;DR
- Why New York: direct access to the largest US financial-services hub and market, weighed against real extra formation and publication cost most other states don't charge.
- Step 1, name: confirm your LLC name is available with the Department of State, and reserve it for up to 60 days if you're not ready to file.
- Step 2, registered agent: New York's Secretary of State is your LLC's mandatory legal agent by default, no filing needed, though you can also name your own to keep your address off the public record.
- Step 3, Articles of Organization: a $200 flat filing fee with the Department of State, with paid expedited tiers if you need it faster than standard processing.
- Step 4, publication: New York requires publishing your formation notice in two newspapers for six weeks, a $50 filing fee on top of newspaper costs that can run from under $300 to well over $1,000 depending on county.
- Operating agreement: New York law requires every LLC to adopt a written operating agreement within 90 days of filing, an internal document that doesn't get filed with the state.
- Step 5, EIN without an SSN: the IRS online tool requires an SSN or ITIN, so founders without one apply by phone, fax, or mail instead.
- Bank account: once you have your EIN and approved formation paperwork, open a dedicated US business bank account to keep personal and business finances separate.
- Step 6, Form 5472: a 25%+ foreign-owned single-member LLC must file this every year, even at zero revenue, or risk a $25,000 minimum penalty.
- Step 7, ongoing compliance: a $9 Biennial Statement every two years plus an annual state LLC filing fee based on New York-source income, separate obligations that are easy to confuse.
- Common mistakes: missing the publication requirement entirely, or believing that forming somewhere else avoids it.
Why Form Your LLC in New York?
New York puts a business inside the country's largest financial-services hub, with direct access to a dense market of investors, clients, and talent that few other states can match. For a founder who plans to actually operate here, that access is hard to replicate from Delaware or Wyoming.
The trade-off is real cost. New York layers a mandatory publication requirement on top of standard filing fees, something Delaware and Wyoming simply don't impose. Founders who don't budget for it are the ones who get surprised months into the process.
Step 1: Choose and Reserve Your LLC Name
Your LLC's name has to be distinguishable from other entities already on file with the New York Department of State, and it must include a designator like "LLC" or "Limited Liability Company."
- Search first. The Department of State's business entity database lets you check name availability before filing anything.
- Not ready to file yet? Lock the name down anyway. $20 buys a 60-day hold so nobody else can grab it while you finish the rest of the paperwork.
- Extend if needed. Two additional 60-day extensions are available, each for another $20.
- Avoid restricted words. Terms suggesting banking, insurance, or certain licensed professions typically need separate regulatory approval.
Step 2: Appoint a Registered Agent
New York works differently from almost every other state here. Under LLC Law Section 301, the New York Secretary of State is automatically the registered agent for service of process for every LLC formed in the state. This happens by statute, with no separate filing and no fee.
That doesn't mean you're done thinking about it.
- The default routes paperwork through the state. If your LLC gets sued, the Secretary of State forwards the legal papers to whatever address you listed on your Articles of Organization, so that address needs to stay current and monitored.
- You may also designate your own agent. Under LLC Law Section 302, an LLC can optionally name its own registered agent in addition to the state's default role.
- The main reason to do this is privacy. A designated agent's address appears on the public record instead of your own, which matters if you don't want a home address or personal contact searchable by anyone who looks up the LLC.
For founders operating from outside New York, or who simply want their own address off public filings, paying for a registered agent service is usually worth the cost even though the state doesn't require it.
Step 3: File Your Articles of Organization
The Articles of Organization (Form DOS-1336) is the document that legally creates your LLC. You file it with the New York Department of State, Division of Corporations.
- Filing fee: $200 flat, whether you file online or by mail.
- Standard processing: online filings through NY Business Express typically process the same day or within minutes; mailed filings can take two to three weeks.
- Expedited options: 24-hour processing costs an extra $25, same-day (submitted by noon) costs an extra $75, and 2-hour processing (submitted by 2:30 p.m.) costs an extra $150.
- Live caveat: the Division of Corporations has flagged that 24-hour expedited requests have been running several days behind schedule due to demand, so don't count on that tier as a hard guarantee.
Once the Department of State approves your filing, your LLC legally exists. That's also when the 120-day publication clock in the next step starts running.
Step 4: Handle New York's Publication Requirement
This is the single biggest New York-specific fact in this entire guide, and it's the one most generic formation checklists skip. Under LLC Law Section 206, every domestic New York LLC must publish notice of its formation, and the requirement applies to foreign LLCs qualifying to do business here too, under Section 802.
Here's what the law actually requires.
- Two newspapers, six weeks. You must publish in one daily and one weekly newspaper, both designated by the county clerk of the county where your LLC's office is located, for six consecutive weeks.
- A 120-day window. Publication must happen within 120 days of your Articles of Organization becoming effective.
- A Certificate of Publication. Once publication is complete, you file this certificate with the Department of State along with affidavits of publication from both newspapers, for a $50 filing fee.
- Non-compliance is serious but curable. Failing to publish suspends the LLC's authority to conduct business in New York. You can typically fix this by completing publication and filing the certificate late.
Why the Cost Swings So Wildly by County
The $50 Certificate of Publication fee is fixed. The actual newspaper cost is not, and it's set by whichever papers the county clerk designates, not by the state. There's no single official rate table, but formation services consistently cite similar ranges across counties.
| County tier | Typically cited newspaper cost | Example |
|---|---|---|
| Low-cost / rural counties | $180 to $350 total | Albany |
| Most other counties | $200 to $300 total | Most upstate and suburban counties |
| NYC's five boroughs, generally | $800 to $1,200+ | Brooklyn, Queens, Bronx, Staten Island |
| New York County (Manhattan) | $1,000 to $1,900+ | Manhattan specifically |
One formation-service source cites an all-in range, state fees plus publication, of roughly $900 to $3,300 depending on which county your LLC's office sits in. Treat these as typically cited estimates, not an official published rate.
The County-Shopping Pattern, and Its Real Trade-Off
Because the publication requirement is tied to the county listed as your LLC's office, some founders designate a cheaper county, classically Albany, as that office even when the actual business operates in Manhattan. This can genuinely cut publication cost from four figures to a few hundred dollars.
It's a real trade-off, not a free hack. Designating a county also fixes that county as your LLC's litigation venue, meaning any lawsuit involving the LLC would typically be filed there instead of wherever your business actually operates. Weigh that consequence before optimizing purely for the cheapest newspaper rates.
Forming Out-of-State Does Not Avoid Publication
A common misconception is that forming in Delaware or Wyoming and then registering to do business in New York as a foreign LLC sidesteps the publication requirement. It doesn't. Under LLC Law Section 802, foreign LLCs qualifying to do business in New York are subject to the same publication rule as domestic LLCs.
The only real lever for reducing publication cost is which New York county you designate as your LLC's office, not where you originally formed the entity.
Create Your LLC Operating Agreement
Unlike many states, New York doesn't leave the operating agreement optional. Under LLC Law Section 417, every New York LLC, single-member or multi-member, must adopt a written operating agreement before, at the time of, or within 90 days after filing the Articles of Organization.
- It's an internal document. You don't file it with the Department of State, but you should keep a signed copy with your LLC's records.
- It covers the basics of how the LLC runs. Ownership percentages, voting rights, how profits and losses get allocated, management structure, and what happens if a member leaves or the LLC dissolves.
- Banks and investors often ask for it. Even a single-member LLC benefits from having one on file, since it's frequently requested when opening a business bank account or raising outside capital.
- Skipping it doesn't void the LLC, but it leaves the LLC governed by New York's default statutory rules instead of terms you actually chose, which rarely match what a founder would have picked.
Step 5: Get an EIN, Even Without an SSN
Most founders can apply for an EIN online through the IRS and get one in minutes. Founders without a Social Security Number or an Individual Taxpayer Identification Number can't use that tool, and most generic guides never explain what to do instead.
An Employer Identification Number is what the IRS uses to identify your LLC for tax purposes. You need one to open a US bank account and to file taxes, and it's free directly from the IRS either way.
| Method | Who can use it | Typical speed |
|---|---|---|
| Online EIN application | SSN or ITIN holders | Minutes |
| Form SS-4 (phone, fax, or mail) | Founders without an SSN or ITIN | Same-day to several weeks |
Founders without an SSN or ITIN file Form SS-4 by phone, fax, or mail instead of using the online tool. The manual route's speed mostly depends on volume and how completely the form was filled out, so getting the responsible-party details right the first time matters more here than it does online.
Open a US Business Bank Account
Once you have your EIN and your stamped, approved Articles of Organization, open a dedicated business bank account before you take a single dollar of revenue or spend a single dollar on expenses.
- Keeping funds separate protects your liability shield. Mixing personal and business money, sometimes called commingling, is one of the fastest ways to undermine the liability protection an LLC is supposed to provide.
- What banks typically ask for: your EIN confirmation letter, approved Articles of Organization, and often your operating agreement, along with a government-issued ID for the account signer.
- It also makes bookkeeping and taxes far simpler. A separate account means every transaction on the statement is a business transaction, which saves hours of untangling personal and business spending later.
Step 6: File Form 5472 if the LLC Is Foreign-Owned
Nothing about New York's own paperwork changes this next requirement, it's a federal rule that follows the ownership of the LLC, not the state it's formed in. If a single foreign owner holds 25% or more of your LLC, the IRS expects a Form 5472 every year, whether the LLC brought in a dollar or sat idle. It's the kind of federal obligation that most New York-specific checklists leave out entirely.
- Comes paired with a pro forma Form 1120. This is a placeholder corporate return filed alongside the 5472, not an admission that the LLC owes corporate tax.
- Documents the money moving between owner and LLC, covering things like capital contributions or payments made for services rendered.
- Still due even if the LLC did nothing all year. A quiet, low-activity LLC isn't exempt, it's precisely what this rule is designed to catch.
Note: miss the deadline or skip it altogether, and the IRS's stated floor for the penalty is $25,000, assessed per form, per year, regardless of the LLC's actual earnings.
Not knowing the rule existed isn't a defense the IRS accepts.
Step 7: Handle New York's Ongoing Compliance
New York layers two separate obligations on top of formation, and founders often confuse them because both are due periodically and both are state-level.
The Biennial Statement
Every New York LLC files a Biennial Statement every two years, due in the same calendar month your original Articles of Organization were filed. The fee is $9. Missing it makes the LLC show as delinquent with the state, which can block a Certificate of Status if you ever need one for a bank or investor.
The Annual LLC Filing Fee
Separately, New York requires an annual LLC filing fee (Form IT-204-LL) with the Department of Taxation and Finance, based on New York-source gross income rather than member count.
| NY-source gross income | Annual fee |
|---|---|
| $0 to $100,000 | $25 |
| $100,000 to $250,000 | $50 |
| $250,000 to $500,000 | $175 |
| $500,000 to $1,000,000 | $500 |
| $1,000,000 to $5,000,000 | $1,500 |
| $5,000,000 to $25,000,000 | $3,000 |
| Over $25,000,000 | $4,500 |
This fee applies even at zero New York-source income if the LLC is required to file, in which case the minimum is $25. It's typically due the 15th day of the third month after the tax year closes, generally March 15 for calendar-year filers.
If You're Operating Specifically in New York City
Founders running their business specifically in NYC face one more layer: the Unincorporated Business Tax, a 4% tax on net income apportioned to the city after a $5,000 exemption and a $10,000 taxpayer-services allowance. Filing is generally required once gross income crosses roughly $95,000. This stacks on top of federal, New York State, and NYC personal income tax on the same pass-through income, so it's worth planning for early rather than discovering it at tax time.
New York LLC Costs Breakdown
New York's filing fee is only part of the picture. Publication is what moves the number, and it's set by the county your LLC's office sits in, not by the state.
| What you pay | Amount | When |
|---|---|---|
| Name reservation (optional) | $20, plus $20 for each of two possible extensions | Before filing; holds the name 60 days at a time |
| Articles of Organization, Form DOS-1336 | $200 flat, online or by mail | At formation |
| 24-hour expedited processing | $25 extra | Optional, added at filing |
| Same-day expedited processing, submitted by noon | $75 extra | Optional, added at filing |
| 2-hour expedited processing, submitted by 2:30 p.m. | $150 extra | Optional, added at filing |
| Newspaper publication, two papers for six weeks | $180 to $350 in low-cost counties like Albany, $200 to $300 in most other counties, $800 to $1,200+ in the outer boroughs, $1,000 to $1,900+ in Manhattan | Within 120 days of the Articles of Organization taking effect |
| Certificate of Publication | $50 | After the six weeks of publication finish |
| Typically cited all-in range, state fees plus publication | $900 to $3,300 | Year one, depending on county |
| Biennial Statement | $9 | Every two years, in the calendar month your Articles of Organization were filed |
| Annual LLC filing fee, Form IT-204-LL | $25 to $4,500 based on New York-source gross income, $25 minimum | The 15th day of the third month after the tax year closes, generally March 15 |
The newspaper figures are formation-service estimates rather than an official state rate table, so confirm current rates with the county clerk's designated papers before you lock a budget.
How Long Does It Take to Form an LLC in New York?
Online filings through NY Business Express typically process the same day or within minutes, while mailed filings can take two to three weeks. Expedited tiers cost $25 for 24-hour processing, $75 for same-day if submitted by noon, and $150 for 2-hour if submitted by 2:30 p.m.
Treat the fastest tiers as targets, not guarantees. The Division of Corporations has flagged 24-hour requests running several days behind schedule.
Approval is where the longer clock starts. Publication has to run in one daily and one weekly newspaper for six consecutive weeks, and be completed within 120 days of the Articles of Organization taking effect, with the Certificate of Publication filed afterward.
That six-week run, not the filing, is what makes a New York LLC slower to finish setting up than most states.
The federal steps run alongside it. An SSN or ITIN holder gets an EIN online in minutes, while founders without one file Form SS-4 by phone, fax, or mail and wait anywhere from same-day to several weeks. The bank account follows once the EIN letter and the approved Articles of Organization are both in hand.
Common Mistakes to Avoid
- Missing the publication requirement entirely: it's the New York-specific step most guides never mention, and skipping it suspends the LLC's authority to do business until it's fixed.
- Believing that forming elsewhere avoids publication: a Delaware or Wyoming LLC that foreign-qualifies into New York is still subject to the same requirement under Section 802.
- Treating the EIN as the finish line: for a foreign-owned LLC, the EIN is closer to the starting gun on an annual Form 5472 filing than the end of the process.
- Confusing the Biennial Statement with the annual LLC filing fee: they're separate obligations, filed with different agencies, on different schedules.
- Assuming no revenue means no Form 5472: the IRS's filing trigger is foreign ownership percentage, not how much the LLC earned.
How FinStackk Helps With Starting Your LLC in New York
FinStackk is an accounting and tax compliance platform for U.S. businesses, helping you go from incorporation to ongoing accounting, tax, and compliance, all in one place.
Fin-Start takes on the incorporation work itself, EIN applications, registered agent service, and navigating New York's publication step, so you're not the one chasing a county clerk's designated newspapers. It also covers Overseas Direct Investment (ODI) compliance for founders wiring funds in from abroad, along with the other cross-border pieces that stack on top of New York's filing rules.
Once your LLC exists, Fin-Tax keeps ongoing filings, including Form 5472, the Biennial Statement, and the annual LLC filing fee, on a proactive deadline calendar instead of leaving you to track them yourself. Book a free demo to see both in action.
FAQ
How much does New York's publication requirement actually cost?
The Certificate of Publication filing fee itself is a fixed $50, paid to the Department of State. The newspaper cost on top of that varies by county: typically cited ranges run from around $180 to $350 in cheaper counties like Albany, up to $1,000 to $1,900 or more in Manhattan. These are formation-service estimates rather than an official state rate table, so confirm current rates with the county clerk's designated papers before budgeting.
Can I avoid New York's publication requirement by forming my LLC in Delaware instead?
No. If you plan to do business in New York, registering your out-of-state LLC as a foreign LLC triggers the same publication requirement under LLC Law Section 802 that applies to LLCs formed directly in New York. The only real way to reduce the cost is choosing a lower-cost county as your LLC's office, not choosing a different formation state.
What happens if I miss New York's 120-day publication deadline?
The Department of State can suspend your LLC's authority to conduct business in New York until you complete publication and file the Certificate of Publication. It's typically curable by filing late, but the LLC generally can't validly conduct business in the state while suspended, so it's worth treating the 120-day window as a hard deadline rather than a soft target.
Is an operating agreement required for a New York LLC?
Yes. Under LLC Law Section 417, every New York LLC, single-member or multi-member, must adopt a written operating agreement before, at the time of, or within 90 days after filing the Articles of Organization. Unlike many states, New York doesn't leave it optional.
It's still an internal document. You don't file it with the Department of State, but keep a signed copy with the LLC's records, since banks and investors frequently ask for it when you open an account or raise capital.
Skipping it doesn't void the LLC. It just leaves the LLC governed by New York's default statutory rules instead of terms you chose.
Can a non-US resident start an LLC in New York?
Yes. New York sets no residency or citizenship requirement to own a New York LLC. The Secretary of State acts as your LLC's registered agent for service of process by default, though many out-of-state founders also name their own registered agent to keep a personal address off the public record, which usually means a paid service. Because you won't have an SSN, you apply for your EIN on Form SS-4 by phone, fax, or mail instead of the online tool. If your LLC is single-member and 25% or more foreign-owned, you also file Form 5472 with the IRS every year, even at zero revenue, or risk a $25,000 minimum penalty.
What are the annual filing requirements for a single-member LLC in New York?
Every New York LLC, including a single-member one, files a $9 Biennial Statement every two years, due in the calendar month the Articles of Organization were originally filed. Separately, it files an annual LLC filing fee (Form IT-204-LL) with the Department of Taxation and Finance, based on New York-source gross income and ranging from $25 to $4,500, with a $25 minimum, generally due March 15. A single-member LLC that is 25% or more foreign-owned also has a federal obligation: Form 5472, filed yearly with the IRS, even at zero revenue, or risk a $25,000 minimum penalty.
Does a New York LLC pay income tax?
New York levies a state personal income tax, so a standard LLC's profits pass through and are taxed on the owners' New York State returns. On top of that, the LLC owes an annual state filing fee based on New York-source gross income, from $25 to $4,500. An LLC operating specifically in New York City can also owe the city's Unincorporated Business Tax, 4% on net income apportioned to the city after exemptions, with filing generally required once gross income crosses roughly $95,000. Federally, a standard LLC is a pass-through entity, so profits are reported on the owners' personal returns.