What Is a Biennial Statement?

A biennial statement is a document that all businesses, both foreign and domestic, must file every two years as required by the Business Corporation Law and the Limited Liability Company Law.

While non-profits and limited partnerships are not required to file biennial statements; LLCs, LLPs, and corporations must file their reports with the Department of State.

It is important to note that the Business Corporation Law (BCL) applies to the operations of the majority of co-ops.

It is common for states to use annual reports, and these documents are frequently confused with biennial statements. The state uses biennial statements to stay informed of the contact information of your LLC.

Your biennial statement must provide the following information:

  • The name of your LLC
  • Your Service of Process address
  • Your Department of State Number, also known as your DOS ID Number

When your Service of Process address changes, you must pay a fee and alert the state. However, only the fee must be paid when your address has not changed.

It is possible to locate your DOS number on your Filing Receipt, which the state should have provided you after your Articles of Organization were filed. You can also visit the state's online database and perform an LLC name search to locate your DOS Number. Calling the state for this information is also an option.

Your biennial statement will be determined by the calendar month in which you filed your Articles of Organization. The biennial statement is mailed at the start of the month when it must be submitted.

You will receive a reminder from the state at the beginning of the month when your statement is due. LLCs that were formed online will receive an email reminder for the biennial statement, and LLCs formed by mail will receive their statement in the mail. 

Penalty Fees

Although there is no penalty fee for failing to submit your biennial statement on time, your LLC will be marked as ‘delinquent' or ‘not in good standing' by the state. Correcting this issue requires you to contact the state to retrieve your biennial statement form.

You will be contacted for biennial statement forms by mail after your request is made, as you will no longer have online access, and until you have correctly submitted your form, your LLC may not be able to do business in the state.

At the discretion of the NY Attorney General, New York Charities may be subject to stiff penalties for failure to submit a biennial statement. Charities may be fined as much as $100 per day, and their registration may be automatically revoked.

Links for filing Biennial Statement

You can file your biennial report online at this address.

Charities should use this address.

Step by Step Procedure in Filing for Biennial Statement

  • Click ‘Biennial Statements,' which you will find under ‘Select Links' on the right-hand side of the website.
  • In the first field, submit your DOS Number and then your business name, which should be submitted precisely the way it appears on your Filing receipt.
  • Keeping your biennial statement up to date. Filing on time ensures the Department of State (DOS) can easily contact the co-op, including delivery of litigation papers. Typically, co-ops face litigation by service of process of the DOS. Copies of legal papers must be provided to the co-op as soon as they are filed with the DOS.

Biennial Statement Amendments can be used to update the name or address of a corporation's main office or its CEO. These forms cannot be used to change the service of process address, which must be altered using a Certificate of Amendment or Certificate of Change.

Basic rules for filing your biennial statement include:

  • Enter your name after checking off ‘Credit Card Information.'
  • Under the ‘Capacity Field,' select ‘Member.'
  • Next, enter all requested information, including your credit card number, its expiration date, your billing address zip code, and your email address.
  • Click ‘Next' after you have finished filling in the requested information.
  • On the next page, you will receive a confirmation message if your payment has been received, but you will not be provided with a printable receipt.
  • If you are unable to locate your DOS number, or if you're trying to make a late payment, you should call the state for assistance.

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