When forming a Limited Liability Company (LLC) in New York, one of the unique challenges faced is the mandatory publication requirement.

This requirement, which must be fulfilled within a specific time frame, plays a crucial role in the legal standing of your LLC in the state.

This article will walk you through every facet of New York’s LLC publication requirement, ensuring that your business complies seamlessly with state law.

Understanding New York’s LLC Publication Requirement

What is the Certificate of Publication?

In New York, LLCs are mandated by law to publish information about the company’s formation in two local newspapers for six consecutive weeks.

Upon completing this process, the LLC must submit a Certificate of Publication to the New York Department of State, affirming compliance with the publication requirement.

The certificate acts as proof that the company has fulfilled this legal obligation.

Which Entities are Affected?

The publication requirement applies not only to standard LLCs but also to other limited liability entities, including:

• Professional Limited Liability Companies (PLLCs)
• Limited Liability Partnerships (LLPs)
• Limited Partnerships (LPs)

It’s critical to note that failing to comply with the publication requirement within the specified timeframe.

This can result in significant legal consequences, potentially suspending the LLC’s authority to conduct business in New York.

Step-by-Step Guide to New York’s LLC Publication Process

1. Formation of the LLC

Before initiating the publication process, your LLC must first file its Articles of Organization with the New York Department of State. Once filed, the LLC has 120 days to complete the publication requirement.

2. Identify the LLC’s Legal Address

Your LLC’s legal address must be listed in the Articles of Organization. This address determines the county in which the publication will take place.

The county clerk in the specified county will designate the newspapers where the notice must be published.

3. Contact the County Clerk

Once you’ve identified the county, contact the county clerk to receive the names of the two newspapers where the notice must be published.

Typically, one of these newspapers is a daily publication, and the other is a weekly publication.

Before contacting the clerk, ensure you have the LLC’s original filing receipt, as this document will be required to move forward with the process.

4. Publish the Notice in Designated Newspapers

The notice must appear in both newspapers for six consecutive weeks. The notice itself should contain the following information:

• The LLC’s legal name
• The filing date of the Articles of Organization
• The county in which the LLC is registered
• The LLC’s business address
• A statement regarding the LLC’s purpose
• A dissolution date, if applicable
• The name of the LLC’s registered agent

Each newspaper will charge a fee for this service, which can vary significantly depending on the county.

5. Obtain Affidavits of Publication

After the notice has been published for six weeks, each newspaper will provide an affidavit of publication.

These affidavits serve as proof that the publication was completed according to the state’s legal requirements.

6. File the Certificate of Publication

With the affidavits in hand, the LLC must submit a Certificate of Publication to the New York Department of State. This filing must include the affidavits and a $50 filing fee.

Costs Associated with the Publication Requirement

The cost of fulfilling the publication requirement varies by county.

Publishing fees can range from $600 to $2,000, depending on the location and the advertising rates of the designated newspapers.

Additionally, there is a $50 fee to file the Certificate of Publication with the Department of State.

County	Estimated Publication Fee	Filing Fee (NY Dept. of State)
New York County	$1,500 – $2,000	$50
Kings County (Brooklyn)	$1,200 – $1,800	$50
Queens County	$600 – $1,200	$50
Other Counties	$600 – $1,000	$50

This wide range of costs underscores the importance of budgeting for the publication requirement when planning to establish an LLC in New York.

Consequences of Non-Compliance

Failing to comply with the publication requirement within 120 days of filing the Articles of Organization can have significant repercussions for your LLC.

Under New York Limited Liability Company Law § 206, if the LLC does not meet the publication requirement, the state can suspend its authority to conduct business.

However, while the LLC’s ability to conduct business is suspended, its internal agreements and liability protections remain intact. Non-compliance primarily affects the LLC’s ability to:

• File lawsuits in New York courts
• Obtain a Certificate Under Seal (Certificate of Good Standing)

Fortunately, if the publication is completed after the 120-day window, the LLC’s authority to conduct business is retroactively restored, as if the publication had been completed on time.

Why is Compliance Essential?

Compliance with the publication requirement ensures that your LLC remains in good standing with the state of New York. This good standing is often necessary for various business transactions, including:

• Securing loans and lines of credit
• Entering into contracts with vendors and partners
• Filing lawsuits to enforce business agreements

In addition, compliance can help build your business’s credibility, as it demonstrates adherence to all legal obligations.

Recommendations for Simplifying the Process

To streamline the publication process and minimize costs, we recommend:

1. Choosing a Low-Cost County: If possible, use an address in a county with lower publication fees. For example, counties outside of New York City tend to have significantly lower fees.
2. Hiring a Professional Service: Several professional services specialize in handling the publication requirement on behalf of LLCs. These services can save time and help ensure that the process is completed correctly.

Final thoughts

New York’s LLC publication requirement can be a cumbersome and costly process, but it is a critical step in ensuring that your LLC remains in good standing. By following the steps outlined in this guide, you can navigate the publication process with confidence, knowing that your business is in full compliance with state law.

Should you need further assistance, our team is here to provide support every step of the way, from formation to publication. By adhering to these legal requirements, your LLC will be well-positioned for success in New York’s dynamic business environment.

Here is an insightful video on you can start your LLC;

 

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