Incorporate in New York
Corporate Name Endings
- The name must contain the word "Corporation," "Incorporated," "Limited," or an abbreviation thereof. The name may not be the same as, or so similar or confusing to, that of any domestic or authorized foreign corporation or reserved name. The name may not contain any word or phrase indicating the corporation is formed for any purpose other than the purpose for which the corporation may be and is formed. The use of certain enumerated words and abbreviations including banking, insurance, and various professions is prohibited or restricted.
Corporation Requirements
- Director Information
- Minimum Number - Not less than three, unless there are only one or two shareholders of record; then the number of directors may be less than three but not less than the number of shareholders.
- Residence Requirements - No provision.
- Age Requirements - Directors must be a natural person at least 18 years of age.
- Directors are not required to be listed in
the articles of incorporation.
- Officer Information
- Officers are not required to be listed in the
articles of incorporation.
- Officers are not required to be listed in the
articles of incorporation.
- Stock Information
- An increase in shares may cause an increase
in initial filing fees.
- An increase in shares may cause an increase
in initial filing fees.
- Corporation Records
- The stock transfer ledger must be kept in the
principal corporate office.
- The stock transfer ledger must be kept in the
principal corporate office.
Taxes and Fees
- Annual Statements
- Each domestic and foreign corporation authorized
to do business in New York must file a Biennial Statement of directors
including their addresses. The applicable filing period for a corporation
is the calendar month during which its original certificate of incorporation
or application for authority was filed (or the effective date thereof).
A $9 filing fee must accompany each statement.
- Each domestic and foreign corporation authorized
to do business in New York must file a Biennial Statement of directors
including their addresses. The applicable filing period for a corporation
is the calendar month during which its original certificate of incorporation
or application for authority was filed (or the effective date thereof).
A $9 filing fee must accompany each statement.
- Franchise Tax Rate - Based on two Factors
- First, the tax is based on the highest of:
- 8% of net income
- 0.178% of capital (not to exceed $350,000) 2.5% of minimum taxable income or a fixed dollar minimum tax ($1,500 maximum)
- Second, a subsidiary tax of 0.9 mill per $1 of subsidiary capital is added.
- New York has a special lower graduated tax
rate for qualified small businesses. To qualify, your business cannot
have net income greater than $290,000 or capital or paid-in surplus
of more than $1 million. The amount of tax imposed will be 7.5%
of net income at or below $200,000; 8% of net income between $200,000
and $250,000; and 2.5% of the net income base that exceeds $250,000.
- First, the tax is based on the highest of:
- S Corporation
- S Corporation status is recognized by the State
of New York; however, New York imposes a franchise tax on S Corporations.
A separate state election from the federal election is required.
Click here to print the state
S Corporation election.
- S Corporation status is recognized by the State
of New York; however, New York imposes a franchise tax on S Corporations.
A separate state election from the federal election is required.
Click here to print the state
S Corporation election.
- License Requirements
- New York requires that you obtain a license and pay a fee if operating certain types of businesses in the state. Please check with the state to make sure your business is complying with the license requirements for your particular profession.
For more information on taxes, visit http://www.tax.state.ny.us/
LLC Publication Requirement
In New York, all LLCs formed or foreign qualified there are required to publish a notice of formation for six consecutive weeks in assigned newspapers. This requirement does not affect the good standing status of the LLC; however, an LLC is required to complete this requirement in order to have access to the New York State court system. The publication is made at the county level in two newspapers as assigned by the local county recorder. The cost of this requirement varies greatly based upon the county where the business is located. In New York County, the publication costs will be higher than in the rest of the state. The reason Business Filings does not perform the publication requirement in New York is because of the great difference in price from county to county. To comply with this requirement, please contact your local county recorder's office and they will assign the newspapers. The county recorder's phone number is located in the blue pages of your local phone book.