New York Publication Requirements for Limited Liability Companies
The Limited Liability Company Law and Partnership Law include provisions regarding the publication required upon the formation or authorization of domestic and foreign limited liability companies, limited partnerships and limited liability partnerships (hereinafter referred to as “limited liability entities”). The applicable statutory provisions should be consulted prior to publishing.
A limited liability company that is a theatrical production company is exempt from the publication requirements provided the words “limited liability company” appear in its name. Also, a limited partnership that is a theatrical production company is exempt from the publication requirements provided the words “limited partnership” appear in its name. See Section 23.03 of the Arts and Cultural Affairs Law.
Publication must be done once a week for six successive weeks in two newspapers in the county in which the office of the limited liability entity is located. One newspaper must be “printed daily” and the other “printed weekly.” The newspapers must be designated by the county clerk.
The printer or publisher of each newspaper will provide you with an Affidavit of Publication. A Certificate of Publication, with the Affidavits of Publication annexed thereto, must be filed with the Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Suite 600, Albany, NY 12231. The fee for filing the Certificate of Publication is $50. The Certificate of Publication forms are available on the Department of State’s website. (http://www.dos.ny.gov/corps/index.html)
Limited liability entities that are formed or authorized to do business in New York after June 1, 2006, which fail to comply with the publication requirements within 120 days after their formation or qualification will have their authority to carry on, conduct or transact any business suspended.
Note that at any time following the suspension of a limited liability entity’s authority to carry on, conduct or transact business, the limited liability entity may file the certificate of publication with the affidavits of publication of the newspapers annexed thereto, at which time the suspension of such limited liability entity’s authority to carry on, conduct or transact business shall be annulled.
The cost of this requirement varies greatly based upon the county where the business is located. To comply with this requirement, please contact your local county recorder’s office and they will assign the newspapers.
Content of the Notice:
The notice shall include:
(1) the name of the limited liability company;
(2) the date of filing of the articles of organization with the department of state and, if the date of formation is not the date of filing of the articles of organization, the date of the formation of the limited liability company;
(3) the county within this state, in which the office of the limited liability company is located; or the street address of the principal business location, if any;
(4) a statement that the secretary of state has been designated as agent of the limited liability company upon whom process against it may be served and the post office address within or without this state to which the secretary of state shall mail a copy of any process against it served upon him or her;
(5) if the limited liability company is to have a registered agent, his or her name and address within this state and a statement that the registered agent is to be the agent of the limited liability company upon whom process against it may be served;
(6) if the limited liability company is to have a specific date of dissolution in addition to the events of dissolution set forth in section seven hundred one of this chapter, (N.Y. LLC. LAW § 206 : NY Code – Section 206: Affidavits of publication) the latest date upon which the limited liability company is to dissolve; and
(7) the character or purpose of the business of such limited liability company.
We suggest you to do the following:
1) Contact your local county recorder’s office and they will assign the newspapers.
2) Contact the newspapers to find out their prices and if they offer a form for you to fill out.
3) If this option is not on the newspaper form, remember to request them an affidavit of Publication.
4) File the affidavit of publication with the Department of State. The Certificate of Publication forms are available at http://www.dos.ny.gov/corps/index.html
We provide this service too. Please contact us to obtain a quotation. To provide the exact cost of NY Publishing Requirements the most important information we are going to need is the County where the LLC is located.