Starting a Business in New York

Filing a Business Entity

You need to register your business with the state of New York to take your business from a state of mind to an actual entity. The way you file is dependent on your business’s legal structure, so you need to choose your legal structure first. If you’re not sure which is the right fit, you can consult this guide to the different business entity types.

Corporations, limited liability companies (LLCs), professional service limited liability companies, and limited partnerships need to register with the state of New York. General partnerships and sole proprietorships will not register with the state of New York. Instead, you must register with your county clerk.

Corporations

To register a corporation with the state of New York, you must complete a Certificate of Incorporation.

• Corporation/S Corporation Certificate of Incorporation Form
• Read the Certificate of Incorporation description and review filing steps
• FAQs regarding corporations from the Department of State, Division of Corporations

Limited Liability Companies (LLCs)

To form an LLC in the state of New York, you must:

• Organize, prepare, sign, and file Articles of Organization. You can find instructions here.
• Certificate of Publication: For most LLCs, New York State requires a copy of the Articles of Organization, or a notice related to the filing, to be published in 2 newspapers for 6 consecutive weeks. The newspapers must be designated by the county clerk of the county where the LLC is located (as it appears in the Articles of Incorporation). Once this is done, the newspapers will provide you with an affidavit of publication. You must file these, along with the Certificate of Publication, with the New York Department of State, Division of Corporations. There is a $50 fee for the filing.

Professional Service Limited Liability Companies

Designated professional services must follow a separate protocol when filing an LLC in the state of New York. This includes professions like occupational therapy, dentistry, landscape architecture, psychology, and public accountancy. For a full list of professional services, consult the New York State Department of Education, Office of the Professions.

• Complete the Professional Service Articles of Organization form and send it, along with the $200 fee, to the New York Department of State, Division of Corporations.
• Certificate of Publication: New York State requires the formation of a professional service limited liability company be published in 2 newspapers. The newspapers will be designated by the county clerk of the county where the business is located. The newspapers will provide affidavits of publication. Those must be submitted, along with a completed Certificate of Publication and a $50 filing fee, to the New York Department of State.

Limited Partnerships

To form a limited partnership in New York State, you must:

• File the Certificate of Limited Partnership, along with a $200 fee, with the New York Department of State, Division of Corporations.
• Certificate of Publication: Within 120 days of filing the Certificate of Limited Partnership, you must publish a copy of the certificate or a notice related to the limited partnership’s filing in 2 newspapers. The newspapers must be designated by the county clerk of the county where the business is located. Once you receive an affidavit of publication from the newspapers, you must submit them, along with the Certificate of Publication and a $50 filing fee, to the New York Department of State, Division of Corporations.

What is the address for the New York Department of State, Division of Corporations?

New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231

Employer Requirements

You’re almost there! The final step in setting up your business is to determine the federal and state employer requirements.

Federal Requirements

• Tax withholdings: View the IRS Employer’s Tax Guide for full requirements.
• Tax records: The IRS requires businesses to retain records of employment taxes for at least 4 years. Learn more about the types of records small businesses are required to keep.
• Employee Eligibility Verification (Form I-9): Federal law requires employers to verify the employment eligibility for all employees hired after November 6, 1986. You can download Form I-9 and learn more about the process in the Instructions for Completing the I-9; Handbook for Employers. Proof of an employee’s eligibility to work must be obtained within 3 days of hire. This must be completed for citizens and non-citizens. For help navigating the I-9 form for non-citizens, you can consult the Small Business Guide to Immigration Regulations.
• Federal Income Tax Withholding (Form W-4): The W-4 form, which outlines tax withholdings, must be completed by every employee prior to or on their start dates. As the employer, you are responsible for submitting the W-4 to the IRS for verification.
• Federal Wage and Tax Statement (Form W-2): Employers are required to report annual tax withholdings for each employee to the IRS. This is done using the W-2 form, which must be completed annually for each employee by January 31 for the preceding year. Copy A must be sent to the Social Security Administration (SSA). For full instructions on what you need to do, you can view the SSA’s Employer W-2 Filing Instructions and Information.
• Form W-9: If you do business with a freelancer or independent third party, you must obtain a W-9. This is used for third parties who are responsible for filing their own taxes with the IRS.

State Requirements for New York

• New Hire Reporting: You must collect and report information on new employees within 20 days of the start of their employment. This information should be filed with the New York State Department of Taxation and Finance’s New Hire Reporting. The information you need to collect includes the employee’s full name, address, Social Security number, date of employment, available health benefits, and information about the employer.
• Workers’ Compensation: Employers must deduct workers’ compensation insurance from employee wages and send information regarding the deductions to the state.
• Unemployment Insurance Tax: Learn more about your business’s tax liability (depending on the nature of your business) from the New York State Department of Labor.