New York Secretary of State LLC Search: Everything You Need to Know
A New York Secretary of State LLC search is one of the first steps in forming your new limited liability company in the state.3 min read
2. LLC Search Instructions
3. LLC Naming Guidelines
4. LLC Fees and Requirements
5. Certificate of Good Standing
A New York Secretary of State LLC search is one of the first steps in forming your new limited liability company in the state. Typically referred to as the office of the Secretary of State, the New York Department of State is the main governing body overseeing LLC formation and other business organization needs. The Division of Corporations is a division of the Department of State and is the branch responsible for business transactions like formation, dissolution, amending, and recording information.
Why Do You Need a Secretary of State LLC Search?
You need to do a business entity search to find out whether a business has:
- Legally formed.
- Maintained a good standing.
- Registered its business address.
- Registered its registered agent's address.
To find information on a business entity, you can check the Department of State website in New York, or wherever the business is registered.
LLC Search Instructions
- Choose whether to search all businesses, or only those currently registered.
- Use the name availability tool to verify whether the name you want is already taken. If you enter more letters or words, the fewer search results will be found.
- Select one of two types of names in the "Status Type Box," and remember that choosing "Active Only" will only provide results for currently registered businesses. Choosing to search all will give you both current and inactive business names.
- In the "Search Type Box," select either "Begins With," "Contains," or "Partial."
- Choosing "Begins With," means only search results that match exactly will be shown.
- Choosing "Contains" will give you results with one of the words in an entity's name. In this search, the order of multiple words doesn't matter.
- "Partial" is much like searching for "Contains," however, you may find too many results to sift through.
LLC Naming Guidelines
Remember that the LLC name you wish to register has to be unique and not in use by another New York business. Your name cannot be similar to another New York business where it would cause confusion. You cannot get around the similarities by trying to offset with a different font, accent, punctuation, or words like "of" and "the."
Be advised there are some words that are banned for use in New York LLCs. Some words that are prohibited for use in New York LLCs include:
You also cannot use any business entity designation like corporation, partnership, or incorporated in your LLC name.
Finding the right LLC name can be difficult, so it's best to have several names in mind in case your preferred one is not available. Keep these helpful tips in mind when choosing a name:
- The name should describe what your business is about.
- The name should be geared towards your intended market.
- Choose a name that makes your business easy to find.
- Try not to choose a name that limits you to location or product type.
- Don't choose a name that is difficult to spell.
- Decide on a name that carries a positive connotation with it.
If you want to do business under a different name than your LLC, you can file a DBA, which stands for "doing business as." Rules for filing DBAs in New York vary from other states in some ways.
LLC Fees and Requirements
LLCs, limited partnerships, and corporations need to comply with the General Business Law's Section 130 by filing a certificate. Sole proprietors, LLPs, and general partnerships have to file an "Assumed Name Certificate" at the county clerk's office. The state requires all businesses to use their legal names to do business in New York. This is why some companies file DBAs. New York requires compliance reports to be filed timely. If they are not filed, you risk having the company dissolved or revoked. The annual report is due biennially within the anniversary month of organization.
Certificate of Good Standing
A certificate of good standing certifies a legal business entity is registered with the state and has complied with all New York requirements. You may need this document if you're buying a business, selling yours, or are involved in a merger or acquisition. You may also need it in some industries to obtain special permits or licenses. Banks and other lending institutions often require one when processing a loan application or approving a credit line.
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