New York LLC Publication Requirement: Everything You Need to Know
The New York LLC publication requirement is that every LLC in the state must publish ads in two newspapers to alert the public of their formation.3 min read
The New York LLC publication requirement is that every LLC in the state must publish ads in two newspapers to alert the public of their formation.
The ad for an LLC must meet the following requirements:
- The ad should run for six weeks in a row in both newspapers.
- One of the newspapers must be circulated daily.
- The other newspaper should be circulated weekly.
The LLC ad only needs to appear one time a week in both the daily and weekly newspaper.
To meet the publication requirement, the ads for the LLC should be published within 120 days of the LLC's approval date. Ads must contain the following information:
- The name of the LLC.
- The date the LLC was formed.
- The address of the LLC.
When forming an LLC in New York, an office address must be listed in the formation documents. However, the listed address is not required to be the actual address of the LLC. Instead, the address can be in a different state where the LLC receives its mail. For instance, if an LLC has hired a registered agent in another state, the formation documents would list the registered agent's address.
Registered agents are businesses or individuals who accept mail and legal documents on behalf of an LLC and then mail those documents to the LLC. The typical fee for a registered agent is between $100 and $300 per year.
The New York LLC publication requirement dates back to a time where newspapers were the only reliable way to notify the public that a business had opened.
Theatrical production companies are excluded from the LLC publication requirement. However, to be exempt, the company must develop and produce live shows or invest in live performances.
Cost of Publication
The cost of publishing an ad can cost between $600 and $1200. The specific cost will depend on two factors:
- The location of the LLC office.
- The rates charged by the newspapers for special advertisement.
When fulfilling the New York LLC publication requirement, there are two costs that will need to be covered. The first is the price to place the ad in the newspaper. Second is the cost of filing a Certificate of Publication, which is a document used to prove that an LLC has met the publication requirement.
Filing a Certificate of Publication will cost $50.
The county where the LLC is required to publish its ads will depend on the address that was listed in its formation documents. The cost of publishing ads can vary greatly depending on the county where an LLC must file. In some counties, ads are very affordable, and in others, they can be quite expensive. In Manhattan County, for instance, publishing an ad can cost as much as $1500. On the other hand, publishing in Albany County costs as little as $75.
Process of Publication
After an LLC has been successfully filed, it will have 120 days to meet the New York LLC publication requirement. Ads are to appear in two newspapers for six weeks in the county where the LLC office can be found.
The County Clerk will choose which two newspapers will publish the ad. After the ads have been published for the required six-week time period, each newspaper will provide an Affidavit of Publication to the LLC.
To prove that the publication requirement has been met, the LLC must file the Affidavit of Publication and the Certificate Publication with the Department of State. A $50 filing fee must be included with these documents.
Importance of Publication
LLCs that fail to meet the publication requirement will have their ability to do business in New York suspended. This is outlined in New York Limited Liability Company Law § 206. However, any contracts signed by the company will remain intact, and the LLC members will still be shielded from liability.
Losing the ability to sue in New York is one of the most common consequences of ignoring the publication requirement. The LLC will also likely be unable to acquire a Certificate Under Seal, which is more commonly referred to as a certificate of good standing. This may impact the LLC's ability to work with certain vendors.
If the LLC fulfills the publication requirement any time after the 120-day time limit has expired, their ability to do business will be reinstated.
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