A foreign limited liability company may apply for authority to do business in the State of New York by filing an Application for Authority pursuant to Section 802 of the New York State Limited Liability Company Law.
How to File
- Complete and file the Application for Authority with the Department of State.
- Attached to the Application for Authority must be a Certificate of Existence from the official who files and maintains limited liability company records in the jurisdiction of the limited liability company. (Please Note: This official is generally the Secretary of State, and many jurisdictions refer to the Certificate of Existence as a Certificate of Good Standing.) The Certificate of Existence must be dated within one year.
- The completed application, together with the filing fee of $250, should be forwarded to the New York Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.
The fee for filing the Application for Application for Authority is $250. All fees must be paid by cash, check, money order, MasterCard, Visa or American Express. Checks and money orders should be made payable to the “Department of State.” Please do not send cash through the mail. All checks over $500 must be certified.
Expedited Handling Services: (optional) The NYS Department of State's Division of Corporations offers expedited processing of time-sensitive documents. For an additional fee, the Department of State will process a document within the following time frames for the additional fee indicated; $25.00 per document for processing within 24 hours, $75.00 per document for processing within the same day, or $150.00 per document for processing within 2 hours.
The additional, non-refundable fee for expedited processing service must be paid by a separate check or money order or indicated in the appropriate space on the Credit Card/Debit Card Authorization Form. The Division of Corporations accepts MasterCard, Visa and American Express for the payment of fees. To pay for a fee using your credit card or debit card, simply complete and sign the Credit Card/Debit Card Authorization Form and submit it to the Division of Corporations with your request for service. The Credit Card/Debit Card Authorization Form submitted with any request for services must specifically indicate the level of expedited service requested.
- The New York Department of State does not give opinions on what activities constitute doing business in New York State for qualification purposes. You may wish to review an Opinion of Counsel entitled "Doing Business" in New York: An Introduction to Qualification.
- Section 204 of the New York State Limited Liability Company Law includes provisions relating to the use of certain words and phrases in the name of the LLC. Generally, the name of the entity may not include a word or phrase restricted by another statute unless one has complied with the restriction. Certain words and phrases also require the consent or approval from another state agency prior to filing the document with the Division of Corporations.
- Section 802 of the Limited Liability Company Law requires that within 120 days after the filing of the application for authority, a foreign limited liability company (LLC) must publish in newspapers a copy of the application for authority or a notice containing the substance of the application for authority. Publication must be done once a week for six successive weeks in two newspapers in the county in which the office of the LLC is located. One newspaper must be "printed daily" and the other "printed weekly." The newspapers must be designated by the county clerk of the county in which the LLC has designated as its office location as stated in the application for authority. Publication must be done in New York State.