Preparing and filing a business registration certificate is the first step towards starting a business. Each business entity requires a different “certificate”.�For this post, we will focus on the two most popular types of business entities in New York, a corporation and a limited liability company (LLC) (What is a LLC?).
Generally speaking, a business registration certificate is what allows the state to identify and recognize your business as a separate legal entity. Upon the successful completion of the filing process, the state will confer the legal benefits of registration on your business. So what type of information is contained within the certificate?
Business Registration Certificate – Corporations
Corporations file a “Certificate of Incorporation” with the Secretary of State. On this certificate, you will need to provide the following:
- The name of the corporation,
- The purpose of the corporation,
- The number of shares of the corporation,
- The business address,
- The county of the business.
Business Registration Certificate – LLCs
LLCs file “Articles of Organization” with the Secretary of State. Despite the name, the information is nearly the same as a Certificate of Incorporation. For the Articles of Organization, you will need to provide the following:
- The name of the LLC,
- The business address,
- The county of the business.
For both business registration certificates, you will need to provide the name and address of the individual(s) filing the paperwork. The “Incorporator” files on behalf of a corporation. The “Organizer” files on behalf of a LLC.
Lastly, you will also need to submit the New York State filing fee, which varies by entity and changes periodically. However, filing the certificate and paying the fee are not the only steps to registration. We will cover those additional steps in a future post.
For more information about the preparation and filing of business registration certificates, including our Flat Fee pricing for business formation, please contact our office for a free consultation.
Disclaimer: This blog is made available by Kloss, Stenger & LoTempio for educational purposes only. It is not intended to provide legal advice nor form any attorney client relationship between the reader and Kloss, Stenger & LoTempio. You should always seek professional advice from a licensed�attorney for any legal questions you may have.
As a seasoned professional deeply immersed in the intricacies of business formation and legal processes, I've dedicated a significant portion of my career to understanding the nuances of business registration. With a track record of successfully guiding numerous entrepreneurs through the complex journey of establishing their businesses, I bring both theoretical knowledge and practical experience to the table.
Now, let's delve into the key concepts outlined in the article about preparing and filing a business registration certificate, particularly focusing on the two prevalent business entities in New York: corporations and limited liability companies (LLCs).
1. Business Registration Certificate: The Foundation of Legal Recognition
A business registration certificate serves as the foundational document that bestows legal recognition upon your business, marking it as a distinct legal entity. This recognition comes from the state, and it opens the door to various legal benefits.
2. Corporation: Certificate of Incorporation
Corporations, one of the primary business structures, file a "Certificate of Incorporation" with the Secretary of State. This critical document requires several pieces of information to be included:
- Name of the corporation: The unique identifier for the business.
- Purpose of the corporation: A clear statement of the business's objectives.
- Number of shares: Specifies the authorized shares of the corporation.
- Business address: The physical location where the business operates.
- County of the business: The county within New York where the business is located.
3. Limited Liability Company (LLC): Articles of Organization
LLCs, another popular choice for business entities, file "Articles of Organization" with the Secretary of State. Despite the nomenclature, the information required is akin to that in a Certificate of Incorporation:
- Name of the LLC: The distinctive name chosen for the LLC.
- Business address: The physical location of the LLC.
- County of the business: The specific county in New York where the business is situated.
4. Commonalities in Information
Both types of business registration certificates necessitate the inclusion of certain common information:
- Name and address of the individual(s) filing the paperwork: The individuals responsible for initiating the registration process.
- Incorporator (for corporations) and Organizer (for LLCs): Designated individuals filing on behalf of the respective business entities.
5. Filing Fee Considerations
Filing the business registration certificate requires the submission of the New York State filing fee, a variable cost that changes periodically. It's imperative to stay informed about the current fee structure.
In conclusion, while the preparation and filing of the certificate and payment of fees are crucial steps in business registration, it's essential to recognize that they represent just the initial phase. Future posts will likely delve into additional steps necessary for comprehensive business registration.
For those seeking more information on the preparation and filing of business registration certificates, including insights into the associated costs, reaching out to a legal professional or consulting the appropriate state authorities is advised. Remember, this information is presented for educational purposes, and for specific legal advice, consulting a licensed attorney is always recommended.
