Application for Authority for Foreign Not-for-Profit Corporations

Application for Authority for Foreign Not-for-Profit Corporations

Overview

  • A foreign not-for-profit corporation is a corporation organized under the laws of a jurisdiction other than New York State.  A foreign not-for-profit corporation may apply for authority to conduct its activities in the State of New York by submitting an Application for Authority pursuant to Section 1304 of the Not-for-Profit Corporation Law to the Department of State.
  • The Department of State does not give opinions as to what activities constitute doing business in New York State for qualification purposes.

How to File

  • Complete and file an Application for Authority with the Department of State.
  • A Certificate of Existence, Certificate of Good Standing or Certificate of Status from the official who files and maintains corporation records in the jurisdiction of the corporation must be submitted with the Application for Authority. In most U.S. states this official is the state’s Secretary of State.
  • If the foreign corporation has been conducting activities in New York State prior to filing its Application for Authority, it must obtain the consent of the State Tax Commission (§1304 (a)(8), Not-for-Profit Corporation Law). To request consent, call the New York State Tax Commission at (518) 485-2639.
  • The completed application, together with the filing fee of $135, should be forwarded to:
    • NYS Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.

Name Availability

  • The Division of Corporations is required by statute to reject for use any corporate, limited partnership, or limited liability company name that is not "distinguishable" from existing names on file. The only avenue to determine whether a name is available for a corporation, limited partnership or limited liability company is to make a name availability inquiry. The Corporation and Business Entity Database online search is intended for status inquiries of entities already on file with the Department of State. Customers are cautioned to avoid interpreting database search information as an indication that a name is or is not available for use.
  • The records of the Division of Corporations may be searched for availability of name by submitting a written request to the Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231. The written inquiry should state that you wish to determine the availability of a name and list the name or names to be searched.  Although it is not required, it is recommended that a copy of the name availability response be attached to the document you are submitting for filing.
  • A finding that the name is available is not an approval of the name by the Department of State and is not a determination that the proposed name satisfies any particular requirement of law. No expenditure or other commitment should be made in reliance upon the availability of a name.
  • Pursuant to Section 96 of the New York State Executive Law, the fee for searching the records for availability of name is $5 per name submitted. Please note that the Department's determination regarding the availability of a name applies only to the date and time that the name search was completed. Requests for name availability cannot be handled by telephone.
  • If the true name of the corporation is not available for use in New York State, the corporation must, pursuant to Section 130l(d) of the Not-for-Profit Corporation Law designate, in its Application for Authority, a fictitious name to be used in New York State.  A fictitious name cannot contain a corporate indicator.

Fees

$135 filing fee for Application for Authority.

All fees must be paid by cash, check, money order, MasterCard, Visa or American Express.

  • To pay for a fee using your credit card or debit card, complete and sign the Credit Card/Debit Card Authorization Form and submit it to the Division of Corporations with your request for service.
  • 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 Processing

  • 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 envelope bearing documents for filing and other requests for expedited processing services must be marked with the notation "Expedited Processing" on the envelope.

Contact Division of Corporations, State Records and Uniform Commercial Code

Contact the Division of Corporations, State Records, and Uniform Commercial Code

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