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New York Foreign Registration Begin in New York

New York Foreign Registration › Form DOS-1361-f-a

Form DOS-1361-f-a, the New York Application for Authority of a foreign LLC, statement by statement

Form DOS-1361-f-a, the Application for Authority of a Foreign Limited Liability Company, is the filing that opens a foreign LLC's authority in New York, and its fee is $250. The form has 3 pages and 7 numbered statements, FIRST to SEVENTH. Its current version is revised December 2022. We prepare the application for $199.

Begin my New York application

The form at a glance

Form
DOS-1361-f-a
Title
Application for Authority of a Foreign Limited Liability Company
Statute
N.Y. LLC Law 802
Statements
7, then the signer's capacity
Filing fee
$250
Attach
The home certificate, no older than a year
Filed with
New York Department of State, Division of Corporations
Use of the form
Optional; an LLC may draft its own

What the form is, and is not

The Department prepared the form for convenience. Its notes say the LLC is not required to use it and may draft its own or use a legal stationer's. For most foreign LLCs, using the form is the simplest course.

FIRST: the name

State the name of the foreign LLC. The line below it is for a fictitious name and is completed only if the true name is not acceptable for authorization under section 201 of the LLC Law. The fictitious name itself has to include Limited Liability Company or its abbreviation. Section 204 separately limits words restricted by other statutes, and some words need another agency's approval before filing.

SECOND: where and when it was formed

Give the jurisdiction of organization and the date of organization. The notes say the name and formation date on this document must exactly match the home-state certificate, so take both from the certificate itself rather than from the company's other records.

THIRD: the county of the office

Name the New York county in which the LLC's office is to be located, or its principal office if it keeps more than one. A bracketed note on the form says the LLC is under no duty to staff a real office in New York. Because the clerk of this county later designates the newspapers for publication, the entry has consequences beyond the form. The publication page explains how.

FOURTH: the Secretary of State as agent for process

This statement says the Secretary of State is designated agent for service of process, with the post office address to which a copy of process is mailed and an optional email address for electronic service notices. The post office address is where the Secretary of State forwards a copy of any process served on the office, so it should be an address that is staffed and read. The email line is optional and lets the Secretary of State send a notice when service is made electronically.

FIFTH: the home-state office

A pair of check boxes, with a check-box choice: the LLC is required to maintain an office in its home jurisdiction (give that address), or it is not (give its principal office address). Read the home state's rule for the LLC and tick the box that matches, then give the address that box asks for.

SIXTH: existence at home

This statement says that the LLC is in existence in its home jurisdiction when the application is filed. It is the form's way of tying the application to the certificate attached. If the LLC no longer exists at home, the statement cannot honestly be made, which is why the home certificate comes first.

SEVENTH: the home officer

Give the officer in the home jurisdiction with whom the articles of organization were filed (such as the Secretary of State) and that officer's address. For most LLCs this is the Secretary of State of the formation state, and the address is that office's published address.

The signature

The signer prints a name, signs, and ticks a capacity: member, manager or authorized person. A person with authority to act for the LLC should sign.

Paying and mailing

Payment of $250 goes to the Department of State. The Department takes cash, check, money order, MasterCard, Visa or American Express; checks and money orders payable to the Department of State; cash is not to be mailed, and large checks must be certified. Mail the application to New York Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.

What comes back, and the next step

The Department issues a filing receipt entitled certificate of authority. The Business Express listing for the filing shows 7 business days. Publication then has to be finished and proved within 120 days, so keep the receipt. The county clerk may ask for a copy.

What can send a filing back

Returns follow from a name or date that differs from the certificate, a certificate older than a year, a signer capacity left unticked, an office county left blank, or a missing fee. We check each before sending.

Steps in preparing it

  1. We collect the facts

    The name, the formation state, the home office and the signer.

  2. We check the certificate

    Its name and date must agree with the form, and its age must be within a year.

  3. You choose the county

    It decides who designates the newspapers.

  4. We complete the seven statements

    From your answers and the certificate.

  5. The signer reviews and signs

    With a capacity ticked.

  6. We submit it

    With $250 to the Department of State.

Registered agent: first year included, then $149 a year

$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Form questions

Do I have to use Form DOS-1361-f-a?

No. The Department says an LLC may draft its own or use a stationer's form.

Who signs it?

A member, manager or authorized person, ticked as the signer's capacity.

Is a registered agent named on the form?

The form designates the Secretary of State; a registered agent is an optional addition later or in a separate certificate.

Where is the fee paid?

To the Department of State, with the filing.

Please prepare it

Our fee and the New York fee

Begin my New York application

  • The New York Application for Authority drafted from your replies
  • Your home-state certificate of existence checked for age before filing
  • A New York registered agent, ours or yours
  • The filed record emailed to you
  • Renewal: after the first year, the agent service renews at $149 a year
New York

$199

+ $250 New York fee (LLC)

Begin my New York application

New York charges $250 for an LLC, $225 for a corporation and $135 for a nonprofit. Publication for an LLC is a separate step with its own costs. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Sources

  1. New York Department of State, Application for Authority for foreign limited liability companies
  2. New York Department of State, Form DOS-1361-f-a, Application for Authority of a foreign LLC
  3. New York Department of State, fee schedules
  4. New York Department of State, Application for Authority for a foreign business corporation
  5. New York Business Express, foreign not-for-profit Application for Authority
  6. New York Business Express, foreign LLC Application for Authority (DOS 1361-f-a)
  7. New York Department of State, biennial statements
  8. New York Limited Liability Company Law, section 804-A
  9. New York Department of State, Certificate of Publication for a foreign limited liability company
  10. New York Limited Liability Company Law, section 805
  11. New York Limited Liability Company Law, section 802

Ready to apply in New York?

Tell us the formation state and entity type.

Begin my New York application