Form an LLC in New York: The Complete Guide for 2025

This content doesn’t contain and isn’t meant to provide legal, tax, or business advice.*

New York has a bustling economy, home to a multitude of small businesses across nearly every industry. If you’re thinking about starting a business in the state, an LLC is a solid entity choice.

This step-by-step guide contains information on the forms you’ll need to file when starting an LLC in New York, as well as the rules that New York–based businesses must comply with.

What is a limited liability company (LLC)?

An LLC, or limited liability company, is a type of business entity. Limited liability companies can be founded by one person or multiple people, with its owners referred to as “members.”

Unlike a sole proprietorship or partnership—which make no legal distinction between a business and its owners—LLC members aren’t held financially responsible for a company’s debt.

LLCs are what’s known as “pass-through” entities. This means you won’t need to file federal taxes for the LLC itself. Instead, any profits pass through to LLC members, who then record them on their personal tax returns.

How to start an LLC in New York in 12 steps

1. Name your New York LLC
2. Choose a New York registered agent
3. File New York articles of organization
4. Fulfill New York’s LLC publication requirement
5. Get a federal employer identification number (EIN)
6. Prepare an LLC operating agreement within 90 days
7. Obtain business licenses and permits
8. Understand New York state tax requirements
9. Create a business plan
10. Examine business insurance options in New York
11. Understand financial considerations
12. Market your New York LLC

1. Name your New York LLC

Choosing a name to represent your LLC is a fun and important task. The key feature of a New York LLC name is its uniqueness—every new LLC must have a name that does not currently appear in the New York State Department’s Corporation and Business Entity Database.

It’s also a good idea to check for instances of your chosen business name in the US Patent and Trademark Office’s site—and whether a closely matching domain name is available for your business website.

As well as being unique, the state of New York requires one of the following identifiers in your LLC name: “limited liability company,” “LLC,” or “L.L.C.”

As an LLC owner in the state of New York, you may operate your company under a different name than the one you register. You can do that by using a “doing business as” (DBA), or assumed name certificate. To register your assumed name in New York, you’ll need to submit this form.

2. Choose a New York registered agent

A registered agent is a legal entity authorized to receive documents on behalf of your New York LLC.

The registered agent must have a physical street address in the state where the business is registered. This cannot be a PO box. The address is necessary because the agent needs to be available during normal business hours for service of process.

By default, the New York Secretary of State will be the registered agent when you first start your business in New York. But in order to respond to state filings promptly, you should change that info to a local trusted contact.

If you don’t have a residence or office that fits that description, you can hire a registered agent service, like ZenBusiness.

3. File New York articles of organization

Your New York LLC will be officially formed when you file articles of organization with the New York Department of State. When you fill out the form, you’ll provide all the essential information about your LLC, including:

• LLC name
• County of operation
• Registered agent details
• Filer’s name and mailing address

In New York, articles of organization can be filed online or by mail with a $200 fee. You can file articles of organization, assumed name certificates, and biennial statements digitally via the NY Business Express platform. 

If filing by mail, the correct address is:

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

If you need to expedite the formation of your LLC, New York offers expedited processing services for an additional fee:

• 24-hour processing: $25
• Same-day processing: $75
• Two-hour processing: $150

4. Fulfill New York’s LLC publication requirement

An additional state mandate for New York LLCs is the requirement to publish a notice about the LLC’s formation in two local county newspapers—one weekly and one daily—for six consecutive weeks.

The newspapers must be designated by the county clerk in which the office or registered agent of the LLC is located. Here are some example newspapers where you might advertise.

The newspaper publisher then supplies an affidavit of publication, which should be submitted to the New York Department of State along with a certificate of publication and a $50 filing fee. New York LLCs must comply with these publication requirements within 120 days of filing articles of organization.

5. Get a federal employer identification number (EIN)

Just like people file their taxes under a Social Security number, LLCs file taxes under a federal employer identification number (EIN).

An EIN is also necessary for opening a business bank account or a business credit card, and when hiring employees. Fortunately, obtaining an EIN is free and easy: You just have to fill out a form on the Internal Revenue Service (IRS) website.

6. Prepare an LLC operating agreement within 90 days

Within 90 days of filing the LLC articles of organization, New York requires LLC members to adopt a written operating agreement. 

Though it doesn’t need to be filed with the state, this document is a legally binding agreement outlining how your LLC will be run. 

A few items to consider including in your operating agreement are:

• Basic company information, including legal name and address
• A description of each member’s rights, powers, duties, liabilities, and obligations
• Documentation of initial investments
• Voting rules
• Plans for member compensation
• Procedures for the departure or addition of members
• Requirements for amending the agreement

7. Obtain business licenses and permits

While you don’t need a general New York business license, specific sectors (e.g., food, transportation, childcare) now have increasingly digitized or streamlined requirements:

• New York City. LLCs operating here need to check for compliance with NYC’s new permit laws, especially concerning consumer-facing storefronts or ecommerce operations.
• Buffalo and other cities. Some municipalities are introducing tiered permit systems based on projected gross revenue, which could alter filing requirements for smaller LLCs.

Use New York State’s business regulations checklist to determine which licenses and permits apply to your LLC.

8. Understand New York state tax requirements

Depending on your business’s gross income, you may be subject to an annual filing fee, which ranges from $25 to $4,500. You can find the necessary tax forms for the current year on the New York State Department website.

If your LLC operates within New York City, it may be subject to the UBT, which imposes a 4% tax on the taxable income of unincorporated businesses, including LLCs.

Your LLC must also collect and remit New York State sales tax, depending on its nexus with the state:

• Physical nexus. A physical presence in New York, such as an office, employees, or property, obligates your LLC to collect sales tax on taxable sales.
• Economic nexus. Your LLC must collect sales tax if, in the past four quarters, it had more than $500,000 in sales and more than 100 transactions in New York.

If you’re not sure whether your LLC will be subject to sales tax, review Tax Bulletin ST-175 (TB-ST-175) to find out what goods and services are taxable. It’s also advisable to work with tax professionals familiar with New York State and City tax regulations to ensure full compliance.

9. Create a business plan

A business plan is a written document outlining the purpose and strategies of your business. Though creating a business plan is not required for an LLC in the state of New York, doing so can be a valuable exercise for new business owners to step back and consider the big picture. 

Having a solid and actionable business plan can also make your new business look and feel more legitimate to outsiders, including investors you may want to attract and workers you may want to employ. Before writing your business plan, be sure to review a few examples and templates.

10. Examine business insurance options in New York

While not legally required in the state of New York, business insurance—like general liability insurance or professional liability insurance—helps protect against lawsuits.

Depending on how your LLC operates, you may want to purchase some type of insurance:

• Liability insurance. Whether general (for reputational harm, bodily injury, and property damage) or professional (for errors, omissions, and negligence), liability insurance protects your business against lawsuits.
• Cybersecurity insurance. Provides protection against data breaches, ransomware attacks, and other cyber threats when conducting online business. 
• Workers’ compensation insurance. If any of your employees are injured at work, this insurance will cover it.
• Unemployment insurance. For employees who are laid off or let go through no fault of their own, unemployment insurance provides temporary income.
• Disability insurance. In New York, you are also required to provide disability benefits to employees who are ill or injured, even if the incident occurred away from work. Paid family leave is often included with disability insurance.
• Health insurance. If your business hires 50 or more employees, federal law requires you to provide health insurance.
• Property insurance. Theft, vandalism, and natural disasters can be devastating to a business. Property insurance can help protect you from those damages.

11. Understand financial considerations

Securing capital to get your LLC up and running is often one of the most challenging parts of starting a business. So, make sure to consider a variety of traditional and nontraditional options for funding. 

Here are a few places where you could to start sourcing funding:

• Personal savings. It’s common for founders to use their own money when starting a business.
• Funds from friends and family. If you have people in your life who are willing and able to invest in your venture, leaning on them could work for your business. To deter complications, consider having all parties sign a written agreement outlining how they will be repaid.
• Crowdfunding. Some startups use crowdfunding platforms like Kickstarter to raise money.
• Traditional small-business loans. Offered by banks and backed by the federal government, small-business loans are hard to come by but can be a great way to fund a new venture.
• Nontraditional small-business loans. Programs outside of the banking system may be able to offer funding that is easier to obtain and allows for more flexibility in payment plans.

12. Market your New York LLC

Finally, it’s time to reach out to potential customers and build your business. When creating your marketing strategy, you’ll want to consider a few elements:

• Brand strategy. The foundation to all your marketing efforts, your brand strategy makes your business’s identity clear.
• Content. Whether it’s an Instagram post or a billboard, your business’s content is how it speaks to its consumers.
• Advertising, social selling, and public relations campaigns. What do these three have in common? They all involve getting your business’s content out to potential customers, which is a vital part of any marketing strategy.
• Customer acquisition and retention. Consider what it takes to get a new customer and how you will measure customer engagement, among other interactions. Just as importantly, once you have that customer, how will you keep them?

Advantages of forming an LLC in New York

There are several advantages to creating an LLC in New York, including:

• Asset protection. LLCs provide a legal shield between your personal assets and business liabilities. Your savings, home, and other assets stay protected if your business faces lawsuits or defaults on loans.
• Tax flexibility. LLCs can choose how they want to be taxed. So, if you’re running an ecommerce business with a partner, you can elect to be taxed as a partnership, C corp, or S corp. 
• Management structure. New York allows both member-managed and manager-managed LLCs, so you have the freedom to choose how to run your business. You can operate as a single owner or bring in multiple members, each able to make management decisions.
• Professional credibility. Operating as an LLC in New York makes your business more credible to customers, suppliers, and partners. 
• Less maintenance. Compared to corporations, LLCs have straightforward compliance requirements. While you’ll need to handle annual filings, the overall administrative burden is much lighter than other business structures.

Disadvantages of forming an LLC in New York

There are also a few disadvantages to forming a New York LLC, including: 

• High tax burden. New York is known for its demanding tax structure. It has a state income tax reaching up to 10.9% and a combined sales tax as high as 8.875% in some areas. These rates can impact your profit margins and cash flow.
• Publication requirement. New York requires new LLCs to publish formation notices in approved newspapers for six consecutive weeks. It adds time and expense to your startup process.
• Expensive formation process. Getting started costs $250 just for filing fees and publication fees. 

Best New York LLC formation services

There are a number of challenges involved in forming a New York LLC, which is why companies like ZenBusiness and LegalZoom exist to make the process easier.

• ZenBusiness. A popular formation service with fast turnaround that’s served more than 500,000 businesses. It offers a $0 option plus state fees. ZenBusiness also has excellent customer support and offers extras like free operating agreement templates and registered agent services. 
• LegalZoom. A highly reputable LLC formation service that’s helped more than four million businesses. It also offers a $0 option plus state fees. It offers attorney consultations, business document templates, and assistance with getting an EIN. 

It only takes between five and 10 minutes to file an LLC in New York using one of these professional services. Alternatively, you can file the paperwork on your own, but that can take over an hour and cost about the same amount. 

Filing your beneficial ownership information report

In New York, the reporting of beneficial ownership information (BOI) is mandated under the New York LLC Transparency Act (NYLTA).

This law requires certain entities, particularly limited liability companies (LLCs), to disclose their beneficial ownership information to enhance transparency and prevent illicit activities.

The NYLTA requires both domestic and foreign LLCs doing business in New York to file BOI disclosures. This includes:

• LLCs formed under New York law.
• Foreign LLCs registered to do business in New York.
• Entities exempt under the CTA must still file a Statement of Exemption with the New York Department of State.

This guidance is effective December 21, 2024. LLCs formed on or after January 1, 2026, must comply within 30 days of formation, while those formed before this date have until January 1, 2027. 

Information reported under the NYLTA is maintained in a nonpublic database. Sensitive ownership details are protected from public access.

*This post is for information only. You are responsible for reviewing and using this information appropriately. Requirements are updated frequently and you should make sure to do your own research and reach out to professional legal, tax, and business advisers, as needed. Businesses outside of New York will have different steps and requirements. To sell products using the Shopify platform, you must comply with the laws of the jurisdiction of your business and your customers, the Shopify Terms of Service, the Shopify Acceptable Use Policy, and any other applicable policies.

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