There are three ways to incorporate your business in New York:

  1. Hire a lawyer to do the job for you (the most expensive option)
  2. Walk in to the State Department office and do it by yourself
  3. Use a professional incorporation company, like Active Filings.

NY Articles of Incorporation Requirements

Corporate Name Endings

The name must contain one of the following words or an abbreviation thereof: “corporation”, “incorporated”, “limited”. The name may not be same as that of any domestic or authorized foreign corporation or reserved name or so similar thereto as to be confusing. The name may not contain any word or phrase indicating that corporation is formed for any purpose other than purpose for which corporation may be and is formed. The use of certain enumerated words and abbreviations including banking, insurance and various professions is prohibited or restricted.

Director Information

Minimum Number Three or more, except if the corporation is owned by less than 3 shareholders, in that case the corporation may have less than three directors but that number may not be less than the number of shareholders
Residence Requirements No provision
Age Requirements No provision
Articles of Incorporation Directors are required to be listed

 

Officer Information

Articles of Incorporation Officers are not required to be listed

 

Stock Information

An increase in the shares may cause an increase in the initial filing fee.

Yearly Requirements

Annual Statements

Each domestic corporation and foreign corporation authorized to do business in New York must file a biannual statement of addresses and directors. The applicable filing period for a corporation is the calendar month during which its original certificate of incorporation or application for authority was filed (or the effective date thereof). The reporting periods run from April 1 through March 31. A $9 filing fee must accompany each statement.

Franchise Tax Rate

The Franchise tax rate is based on two factors:

  • First, the tax is based on the highest of: (a) 9% of entire net income allocated to New York, , or (b) 1.78 mills (or .00178) of business investment capital allocated to New York (with a maximum of $350,000), or (c) 3.5% of minimum taxable income allocated to New York or (d) fixed dollar amount of: $1,500 (if the corporation has a gross payroll of $6,250,000 or more); $425 (if the gross payroll is less than $6,250,000 but more than $1,000,000); $325 (if the gross payroll is not more than $ 1,000,000); $800 (if the gross payroll is $1,000 or less with total receipts of $1,000 or less and average value of gross assets is $1,000 or less);
  • Second: added subsidiary tax of 0.9 mill per $1 of subsidiary capital.

For more information on taxes, visit https://www.tax.ny.gov/default.htm

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Requirements to Form an LLC in New York

When you hire Active Filings to incorporate your business in New York, you’ll receive everything you need to track and maintain your company, this includes:

  • Free expedited service
  • One year of registered agent service
  • An online account where you can add additional services, track orders, maintenance requirements and digital notifications.

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