A New York LLC Affidavit is a legal document used to certify the legitimacy of a limited liability company (LLC) in the state of New York. It is typically used when registering a business with the New York State Department of Taxation and Finance, or when applying for a business loan or other credit. The affidavit must be signed by all members of the LLC, and it is important to note that all statements made in the affidavit are legally binding. The affidavit must include the name of the LLC, the county in which it is registered, the state in which it was formed, the members of the LLC, and the purpose of the LLC. The most common types of New York LLC Affidavit are the Articles of Organization Affidavit, the Certificate of Change Affidavit, and the Certificate of Dissolution Affidavit. The Articles of Organization Affidavit is used to create a new LLC in New York and must be filed with the New York State Department of Taxation and Finance. The Certificate of Change Affidavit is used to make changes to an existing LLC, such as changes in the membership or the purpose of the LLC. The Certificate of Dissolution Affidavit is used to dissolve an LLC and must be filed with the New York State Department of Taxation and Finance.
New York LLC Affidavit
Description
Definition and meaning
The New York LLC Affidavit is a legal document attesting to the existence of a Limited Liability Company (LLC) formed in the State of New York without an operating agreement. This form is essential for confirming the LLC's formation and good standing, especially when dealing with title agents or requesting title insurance.
How to complete a form
To complete the New York LLC Affidavit, follow these steps:
- Fill in the title number and name of the title agent.
- Provide the premises address associated with the LLC.
- Identify the LLC by name and affirm it is the sole member.
- Ensure to check that the LLC is in good standing and has not dissolved.
- Sign the document in front of a notary public, who will also complete their section.
Who should use this form
The New York LLC Affidavit is typically used by individuals or entities that are the sole member of an LLC in New York that was established without an operating agreement. It is particularly useful in real estate transactions where proof of the LLC's status is required for title insurance purposes.
Key components of the form
This affidavit includes several important components:
- The name of the LLC and confirmation that it is operational.
- A declaration by the member that the LLC has not been subjected to any form of dissolution.
- The member's agreement to hold the title agent and insurance company harmless in relation to the information provided.
- The notary section for verification and confirmation.
What to expect during notarization or witnessing
When notarizing the New York LLC Affidavit, you can expect the following:
- The notary public will verify your identity, so have a valid ID ready.
- You will need to sign the affidavit in front of the notary.
- The notary will complete their section, documenting the date and their signature along with their seal.
Common mistakes to avoid when using this form
To prevent issues when completing the New York LLC Affidavit, avoid these common mistakes:
- Failing to provide the correct title number or agent name can delay processing.
- Not verifying that the LLC is in good standing before signing.
- Neglecting to sign in the presence of a notary, which is mandatory for validity.
- Omitting any required information or details about the LLC.
How to fill out New York LLC Affidavit?
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FAQ
Limited liability companies that fail to comply with the publication requirements within 120 days after their formation or qualification will have their authority to carry on, conduct or transact any business suspended.
Limited liability companies that fail to comply with the publication requirements within 120 days after their formation or qualification will have their authority to carry on, conduct or transact any business suspended.
To meet the New York LLC publication requirement, all limited liability companies (along with LPs, LLPs, and PLLCs) doing business in New York must: publish legal notices in two local newspapers for six weeks. obtain an Affidavit of Publication. file a Certificate of Publication with the New York Department of State.
If an LLC doesn't fulfill the publication requirements, the company's authority to do business in New York can be suspended. The costs of publication vary widely from county to county, ranging from around $300 in some upstate counties to over $1,600 in New York County (Manhattan).
Publication refers to publication of notice that an LLC was formed and filed with the NYS Dept. of State. While publication itself does not actually create the LLC and is not required for its initial formation, it is required after the entity is formed (filed w/ the Dept. of State).
If you don't publish notice of your LLC within 120 days of forming or registering your LLC, New York will suspend your authority to do business in the state. This will make it nearly impossible to secure any business licenses or permits.
Publish a notice in two newspapers in the same county as the principal place of business of the LLC within 120 days of LLC formation for 6 consecutive weeks. One newspaper must be daily and one newspaper must be weekly. After publication, the newspapers will send you an affidavit of publication.
The members of an LLC are required to adopt a written Operating Agreement. See Section 417 of the Limited Liability Company Law. The Operating Agreement may be entered into before, at the time of, or within 90 days after the filing of the Articles of Organization.