Business Law

Legal entity formation

When starting a business, choosing a legal entity type can be daunting but has major effects on the way your business is run. The decision between a sole proprietorship, partnership, corporation or limited liability company is not always an easy one. Each has its own benefits and detriments, and it is important to understand your needs based on your plans to grow the company. We advise clients on which legal entity is right for them and assist them in filing for and registering their entity.

Contract drafting

Whether it's partnership agreements, service agreements, revenue share agreements, licensing agreements, or stock/equity transfer agreements, a contract will be involved in almost any transaction your company has. It is important these agreements are drafted appropriately and are not stock agreements that might not apply to your particular circumstances. We assist clients in drafting, maintaining and reviewing these contracts to ensure smooth transactions and your company's protection.

Privacy policy & terms of use

Privacy is a huge concern and should be high on every company's priority list. Privacy policies are not as simple as copying a form into your website — they must be hand-crafted for each business and continuously updated, especially if your users are in California or the European Union (CCPA and GDPR).

Your terms of service are your agreement with your users — literally the front lines of your protection. Without a proper terms of service for your website or application, you or your company may be vulnerable to unnecessary risk. We assist clients in drafting and reviewing their terms of service to ensure they are protected.

A-to-Z business evaluation

Not sure where to start? We offer a full business evaluation where we take apart and analyze every part of your company so we can figure out what needs protecting and what doesn't. We then sit with you and prioritize the steps you need to take next, with your budget and timeline in mind.

Starting an LLC in New York

Forming a New York LLC involves more than registering a business name. New York has its own formation filings, a written operating agreement requirement, and a publication step that most other states do not impose, and each of those decisions shapes how the company is owned, taxed, and managed later on.

The overview below walks through the major steps of New York LLC formation so entrepreneurs know what to expect before, during, and after the entity is created.

1. 01

   Choose and confirm the business name

   A New York LLC name must comply with the state's naming requirements, including the required indicator that the entity is a limited liability company, and it must be distinguishable from the names of entities already on record with the New York Department of State. Availability at the state level is not the same as clearance to use the name as a brand, so many businesses also evaluate trademark risk before investing in signage, packaging, and advertising.

2. 02

   File Articles of Organization

   New York LLCs are generally formed by filing Articles of Organization with the New York Department of State. The filing identifies the company, its county of location, and the address the state will use to forward legal process, so the information should reflect how the business will actually operate.

3. 03

   Create an operating agreement

   New York requires the members of an LLC to adopt a written operating agreement. The agreement governs ownership, voting, management authority, distributions, transfers of membership interests, and what happens if a member leaves — questions that are far easier to settle while the founders still agree than after a dispute has started.

4. 04

   Obtain an EIN

   Many LLCs will need an Employer Identification Number from the IRS for tax filings, opening bank accounts, payroll, and other business purposes. The IRS issues EINs directly to eligible businesses at no cost, and the application is generally completed after the entity has been formed with the state.

5. 05

   Complete New York's publication requirement

   This step is a significant New York-specific distinction. Newly formed LLCs generally must publish notice of formation in two newspapers designated by the county clerk of the county where the LLC is located, once each week for six consecutive weeks, and then file a Certificate of Publication with the New York Department of State. Costs and designated newspapers vary by county, so this step should be planned for rather than discovered after the fact.

6. 06

   Maintain ongoing compliance

   Formation is the beginning rather than the end. Depending on the business, ongoing obligations can include New York filings such as the biennial statement, state and federal tax registrations and returns, industry or local licensing, sales tax collection, employment requirements, and keeping company records and agreements current as ownership or operations change.

For a step-by-step walkthrough of New York LLC formation, see our guide to forming an LLC in New York, our comparison of LLC vs. S-Corp in New York, and our overview of when a New York business needs an attorney.

New York Business Law & LLC FAQs