New York Foreign LLC Registration (How-to Guide)

Registering your company in New York as a foreign LLC is a key step toward tapping into its vibrant market.

In this guide, I’ll walk you through the process step-by-step, making it easy to get your LLC up and running in one of the world’s most dynamic business hubs.

Let’s get started!

New York Foreign LLC Requirements

1. Certificate of Existence

To register your foreign LLC in New York, you need a Certificate of Existence (or Certificate of Good Standing) from the state where your LLC was originally formed. This document confirms that your LLC is legally operating and in good standing in its home state.

Request this certificate from your home state’s Secretary of State or equivalent office. You must submit this certificate with your registration application to prove that your LLC is properly established and compliant in its original jurisdiction.

2. New York Registered Agent

Your foreign LLC must designate a registered agent with a physical address in New York. This registered agent will handle official documents, including legal notices and tax correspondence, on behalf of your LLC.

Although it’s possible to use friends or family as your registered agent, I recommend hiring a professional registered agent service for a more dependable and efficient solution.

3. Business Identity

When you register your foreign LLC in New York, you must provide specific details about your business. This includes your LLC’s legal name, the state of its formation, and the principal office address.

If your LLC operates under a different name in New York, you must also include this name. Make sure your name in New York is available and doesn’t conflict with any existing businesses registered in the state.

4. Application for Registration

To officially register your foreign LLC, submit the Application for Authority to the New York Department of State.

This application requires the following information:

• LLC’s Legal Name: The official name of your LLC as it appears in its home state.
• State of Formation: The state or jurisdiction where your LLC was originally established.
• Registered Agent Details: The name and address of your appointed registered agent in New York.

Ensure that all information is filled out accurately to prevent delays. The $250 filing fee must be paid at the time of submission. Once the application is processed, your LLC will be authorized to operate legally in New York.

You can file your New York Application for Authority by mail, fax, or person. New York does not offer online filing for foreign LLC applications.

If filing by mail or in person, send your completed form to the following address:

New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231

5. New York Publication Requirement

After registering your foreign LLC in New York, you must fulfill a publication requirement.

This involves publishing a notice of your LLC’s formation in two daily and one weekly newspaper designated by the county where your LLC’s office is located. The notice must run for six consecutive weeks.

Once the publication period is complete, you must file a Certificate of Publication with the New York Department of State to confirm that you’ve met this requirement. This step ensures that your LLC is officially recognized and compliant with New York’s regulations.

How to File a Foreign LLC in New York State

Step 1. Selecting Your Business Name (new or existing)

First, ensure your LLC’s name is available in New York and meets state requirements. Check the New York Department of State’s database here to confirm your chosen name is not already used.

Your LLC must use its legal name as registered in its home state, but if it operates under a different name in New York, you will need to use this “doing business as” (DBA) name.

Step 2: Obtain a Certificate of Existence

Before registering your LLC, you need a Certificate of Existence (or Certificate of Good Standing) from the state where your LLC was originally formed. This document verifies that your LLC is properly registered and in good standing in its home state.

Request this certificate from the Secretary of State or equivalent office in your LLC’s home state.

Step 3. Appointing a New York Registered Agent (I use Northwest)

Your LLC must have a registered agent with a physical address in New York. This agent will act as your LLC’s official point of contact for receiving legal documents and other important notices.

I chose Northwest Registered Agent for several reasons. They provide a reliable service, ensuring I receive all legal documents and official correspondence promptly and securely.

Interested in Northwest Agent? Click here to read my in-depth review.

Step 4: Complete the Application for Registration

Next, complete the Application for Registration form and submit it to the New York Department of State.

Here’s what you need to include in the Application for Registration:

• Name of LLC
• Fictitious name of LLC in New York (if your LLC’s name is unavailable or not acceptable in New York)
• Jurisdiction where the LLC was formed
• Date the LLC was organized in its home jurisdiction
• Name of the New York county where the principal office will be located
• Name and street address of the New York registered agent
• Principal address of LLC (in the home state, if required)
• Name and address of the agency where the LLC was initially formed (e.g., Secretary of State)
• Signature and name of a person authorized to do business on behalf of your LLC (not necessarily a member)
• Name, address, and company (if applicable) of the person filing the application

Ensure that you complete the form accurately to avoid delays. The filing fee for the Application for Authority is $250.

Step 5: Meet the New York Publication Requirement

After your Application for Authority is approved, New York law requires you to publish a notice of your LLC’s formation in two newspapers—one daily and one weekly—in the county where your LLC’s principal office is located. The notice must run for six consecutive weeks. This step ensures the public knows your LLC’s presence in New York.

Step 6: File a Certificate of Publication

Once the publication requirement is completed, you must file a Certificate of Publication with the New York Department of State. This certificate confirms that you have met the publication requirement and provides proof of compliance with New York’s regulations.

Step 7: Find Foreign Registration Documents Online

You can find and download the necessary forms and additional information on the New York Department of State’s website for easy access. This online resource will help you stay informed about any additional requirements or updates related to the foreign LLC registration process.

How long does it take?

Mailed applications for New York foreign LLCs can take up to four months to process. You can pay an extra $25 for 24-hour service to speed things up. Your paperwork, including postal time, will be processed in about seven business days.

Registration Fee – How Much Does a Foreign LLC in New York Cost?

To register your foreign LLC in New York, you must pay a processing fee of $250 when you file the Application for Authority. This fee covers reviewing and processing your application to operate your LLC legally in the state.

Here’s how it works:

• Filing Fee: The $250 fee is required for the Application for Authority, the form needed for your foreign LLC to do business in New York. This fee is non-refundable, so ensure your application is complete and accurate to avoid delays or extra costs.
• Payment Method: Payments should be made by check or money order. Make the check payable to the “Department of State” to ensure your application is processed immediately.
• Submission Process: Submit the completed Application for Authority form and the $250 check or money order to the New York Department of State. You can submit your application by mail or in person.
• Additional Costs: In addition to the $250 filing fee, be aware of potential extra costs, such as obtaining a Certificate of Existence or fulfilling New York’s publication requirements.

By carefully preparing your payment and application, you’ll streamline the registration process and help ensure that your foreign LLC is approved to do business in New York smoothly.

When registering your LLC in New York, you must appoint a registered agent with a physical address to manage legal documents. Typically, this service ranges between $200 and $1,000. But my favorite registered agent costs less than $100. Click here.

Do foreign LLCs need to file New York Articles of Organization?

Foreign LLCs do not need to file New York Articles of Organization. Instead, they must file an Application for Authority to operate legally in New York. This application allows a foreign LLC to conduct business in the state and includes details such as the LLC’s name, home state, and registered agent in New York.

A Certificate of Existence from the LLC’s home state is also required. Foreign LLCs must also meet New York’s publication requirements, which involve publishing a notice of formation in local newspapers and filing a Certificate of Publication with the Department of State.

How are Foreign Entity LLCs in New York taxed?

Foreign LLCs in New York are subject to the same tax requirements as domestic LLCs. By default, your LLC will be taxed as a pass-through entity.

This means the LLC’s profits pass through to the individual members, who then report the income on their tax returns.

However, if your LLC prefers to be taxed as a corporation, you can opt for this tax treatment by filing the appropriate paperwork with the IRS.

FAQs on New York Foreign LLC Registration

Can I Be My Registered Agent for My New York LLC?

Yes, you can act as your registered agent for your New York LLC if you have a physical address in New York where you can receive legal documents and official mail during business hours. Many LLC owners opt for a professional registered agent service to ensure they don’t miss important notices and keep their addresses private.

Why Hire a New York Registered Agent Service?

Hiring a registered agent service in New York provides several advantages, such as professional management of legal documents and compliance with state regulations. A registered agent service ensures that all important notices and legal papers are received and handled promptly, allowing you to focus on running your business without worrying about missing critical documents.

How Can I Withdraw My New York Foreign LLC?

You must file a Certificate of Surrender of Authority to withdraw your New York Foreign LLC with the New York Department of State. This form officially terminates your LLC’s authority to do business in New York. Before filing, you should also ensure that any outstanding state taxes or other obligations are settled.

Is a Physical Presence Required in New York to Form an LLC as a Foreigner?

No, a physical presence in New York is not required to form an LLC as a foreigner. However, your LLC must appoint a registered agent with a physical address in New York to receive legal documents and official notices. This ensures that your LLC can operate legally and efficiently within the state.

How Do I Amend a Foreign LLC in New York?

To amend a foreign LLC in New York, you must file a Certificate of Amendment with the New York Department of State. This form updates any changes to your LLC’s information, such as its name or address. Ensure all changes are accurately documented and comply with any associated requirements.

What Does It Mean to Do Business in New York?

Doing business in New York means complying with New York laws, such as having a physical office, hiring employees, or regularly conducting business transactions within the state. Foreign LLCs must file for authority to do business in New York and adhere to all state regulations to maintain good standing.

Does a Foreign LLC Have to File an Annual Report in New York?

Yes, a foreign LLC must file an annual report in New York every two years during the month when you first registered to do business in the state. This is also known as your company’s anniversary month. The fee for filing the report is $9.