The Division of Corporations, State Records and Uniform Commercial Code provides for the efficient operation of State and local governments and promotes the economic growth of New York State by filing, maintaining and providing the public with access to public records pursuant to numerous laws including records which pertain to:
- the formation and operation of business entities and not-for-profit corporations
- secured transactions and liens under the Uniform Commercial Code
- the oaths of office of State officials and employees
- the registration of games of chance
- the registration of trademarks and service marks
- the adoption of State and local laws
The Division of Corporations, State Records and Uniform Commercial Code includes the Division of Corporations, the State Records Bureau, and the Uniform Commercial Code Unit. The Division of Corporations is responsible for the following:
- Reviewing, filing and maintaining certificates of incorporation, articles of organization, certificates and other related documents of most business corporations, not-for- profit corporations, limited liability companies, limited partnerships and limited liability partnerships formed in New York State.
- Reviewing, filing and maintaining applications for authority and other related documents for most foreign business corporations, foreign not-for-profit corporations, foreign limited liability companies, foreign limited partnerships and foreign limited liability partnerships doing business in New York State.
- The Department of State maintains a database of information compiled from the documents submitted for filing by the corporations and other business entities. Information available in the database includes the following: (1) current entity name; (2) date of organization; (3) jurisdiction, if other than New York State; (4) county location; (5) an address to which the Department of State will mail a copy of any process served upon the Secretary of State as the agent for the corporation or other business entity; (6) registered agent, if any; and (7) whether the entity is currently active or inactive. If a business corporation has filed a biennial statement stating the name and address of the chief executive officer and the principal executive office of the corporation, that information will also be maintained in the database
- Reviewing, filing and maintaining assumed name filings for business corporations, not-for-profit corporations, limited liability companies, and limited partnerships. In the case of assumed name filings by corporations, the Division of Corporations also distributes copies of the filings to the county or counties designated by the filer.
- Providing certificates of status pertaining to business corporations, not-for-profit corporations, limited liability companies, limited partnerships and limited liability partnerships, and providing copies (plain and certified) of filed documents relating to business corporations, not-for-profit corporations, limited liability companies, limited partnerships and limited liability partnerships.
- Accepting service of process against corporations and other business entities that have designated the Secretary of State as agent for service of process. In most cases, the Division of Corporations is also responsible for mailing a copy of the process to the entity being served at the address most recently provided by the entity.
- The State Records Bureau is responsible for the following:
- Filing and maintaining records on trademarks, service marks, games of chance, state and local laws, notices by dealers in securities, oaths of office, and Governor's appointments and orders.
- The Uniform Commercial Code Unit is responsible for the following:
- Filing and maintaining financing statements (UCC-1's) filed under the Uniform Commercial Code, and filing and maintaining assignments, terminations, continuations and other amendments (UCC-3's) affecting financing statements.
- Filing and maintaining notices of federal tax liens submitted by the Internal Revenue Service.
- Performing searches of UCC filings and federal tax lien filings, providing written search reports reflecting the results of such searches, and providing copies of filed UCC documents.
Who We Serve
The Division of Corporations, State Records and Uniform Commercial Code serves the legal and business communities, the general public and other governmental agencies.