For small businesses based in New York, the most efficient form is often a New York limited liability company (LLC). However, one process that trips up many New York LLC owners is the publication requirement.
Section 206 of the New York Limited Liability Company Law requires all LLCs registering in New York (including LLCs from other states that filed an Application for Authority to do business in New York) to publish a Notice of Formation in the county where the LLC is located.
The Notice of Formation has to be published in two newspapers in the county, one of which must be daily and one of which must be weekly. The publication must take place once a week for six consecutive weeks and be completed within 120 days after the filing of the Articles of Organization. After the publication is completed, the newspapers will each provide an Affidavit of Publication, which must be filed with the New York Department of State together with a Certificate of Publication.
Once the publication has been completed in the LLC’s initial location, the LLC can relocate within New York without going through the publication process again in the new county.
The publication requirement does not apply to corporations. For a small business in New York City, where publication costs are especially high, a corporation may be a more attractive option than an LLC.
If the publication does not take place within the required timeframe, the state Attorney General’s office has the authority to dissolve the LLC at any time. While this is a very rare occurrence in practice, it is still a good idea for business owners to ensure that any new LLC complies with the publication requirement.