Certificate of Publication NY: Everything You Need to Know
A Certificate of Publication in NY is proof to the state that your LLC has met the Newspaper Publication Requirement to maintain authorization to do business in New York. 3 min read
2. What is the Newspaper Publication Requirement?
3. What Happens After You Publish?
4. How to Publish to Receive Your Certificate of Publication NY
5. What to Include in the Publication Notice
Updated July 13, 2020:
Certificate of Publication NY
A Certificate of Publication in NY is proof to the state that your LLC has met the Newspaper Publication Requirement to maintain authorization to do business in New York.
What is the Newspaper Publication Requirement?
After you have registered your limited liability company with the New York Department of State in person, mail, fax, or online, the next step is to formally publish a notice of the LLC's formation. According to New York Limited Liability Company Law, an LLC has 120 days to post a copy of the Articles of Organization in two different newspapers.
If the LLC is foreign, the publication must still occur within the same amount of time following the effectiveness of the Application for Authority. The chosen newspapers have to get assigned by the county clerk of whichever county the Articles state as the location of the LLC.
What Happens After You Publish?
You will receive an affidavit from the newspaper publishers after the first print. You need to have the two designated papers re-publish the Articles for six weeks consecutively. At the end of the six weeks, that is when you will request that your Certificate of Publication get filed with the New York Secretary of State.
Each newspaper must publish with a different frequency:
It will take the state seven business days, including the time it takes for postal delivery, for the Certificate of Publication to be processed. If your LLC fails to publish as required, it could forfeit its right to do business in New York State. You will be unable to sue anyone within the New York judicial system, and you will not receive a "good standing certificate" from the Department of State.
However, if your LLC should get suspended, you are still able to publish at any time to fix the situation. Some people or businesses may be difficult to work with if you cannot provide proof of your publication.
How to Publish to Receive Your Certificate of Publication NY
Follow these steps to be published and obtain proof from the Department of State:
- Contact the county clerk's office of the same county you listed in the Articles of Organization or Certificate of Authority to request the two names of the publication in which your LLC will need to get published. You need to present the county clerk with a filing receipt, which has a white and blue watermark.
- Next, contact the two publications. You want to ask for a price quote and proof of how the text will look. They will email you to fulfill your request. Incidentally, if you get told to publish in the New York Law Journal, you can draft a proof and create a quote request directly on their website.
- Once received, look at the proofs and confirm that everything is correct. Let the publishers know that you approve. Then you will be told the specific date that the publication will run.
- Following the sixth week, both publishers will provide you with affidavits of the publication. In addition to these, the newspapers will also include snippets, which are copies of the actual ad that you placed. Mail the copies of the affidavits and ads to the New York Secretary of State. Also attach your Certificate of Publication, which needs your signature. You must send the filing fee of $50 as a check or money order, made payable to "Department of State."
A template for certificate of publication is available for download online
Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue, Suite 600
Albany, NY 12231
- Receiving the "filed" Certificate of Publication finalizes the entire process.
What to Include in the Publication Notice
The New York LLC law, Section 206, outlines what you should have printed:
- LLC full name
- Date of effectiveness for when the company got formed or qualified and filed
- Principal business location with a physical street address, if applicable
- A statement that the New York Secretary of State is the official agent for service of process
- New York Registered Agent, as named for service of process
- Purpose of the business
If you need help with the Certificate of Publication NY, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.