How to Register a Delaware Company in New York
Would you like to register a Delaware company in New York so you can start doing business in New York with your Delaware LLC or corporation?
If you own a Delaware company and would like to start operating in the state of New York, your first step is to register as a foreign entity. The New York Foreign Qualification process permits a company to transact business in a state other than where it was formed, in this case, New York. Failing to adhere to local compliance issues may put your company's assets at risk. However, if you file for foreign qualification for a Delaware LLC that will be operating in the state of New York, you can ensure your Delaware LLC is both legal and compliant in the state of New York.
If you're interested in doing business in New York with a Delaware company you're probably wondering, "What does New York require in order to register my Delaware LLC as a foreign entity?"
New York Foreign Qualification Requirements
- In order to file for Foreign Qualification, the state of New York requires you to fill out what is called an Application for Authority form, provide a Certificate of Good Standing from Delaware and pay a filing fee.
- New York also requires your company to retain a Registered Agent for the purpose of receiving any legal documents or service of process from the state. Some clients elect to be their own Registered Agent while others enlist the support of their Delaware Registered Agent. Harvard Business Services, Inc. can serve as both the New York registered agent and as the Delaware registered agent.
Often, the Delaware Registered Agent also provides the same service in New York. However, the Registered Agent is not required to sign the filing.
- New York requires a member of the Delaware company, or an authorized representative for the member, to sign the application. In addition, this person’s name and address must be provided to New York.
- New York has an expensive publication requirement for LLCs (but not for corporations). Within 120 days after filing as a foreign entity, a Delaware LLC doing business in New York must publish a copy of its Application for Authority for eight weeks, in two separate newspapers, both of which are located within the county in which the LLC is located.
The affidavits of publication, certificate of publication form and filing fee must be filed with the New York Department of State.
Once you have registered your company in New York, you will have the opportunity to apply for local licenses, such as resale permits, business licenses, et al. A Delaware LLC doing business in New York will have to remain in good standing in New York as well as Delaware.
Keep in mind that New York has a biennial report that is due every two years on the anniversary of the month your company filed the Application for Authority in New York. The filing fee for this statement, which is filed by an officer, member or manager, is $9, and it is sent to the company's Registered Agent.
For more information on how to register a Delaware LLC in New York, or for assistance with the New York Foreign Qualification process, please contact Harvard Business Services, Inc. at 800-345-2677, Ext. 6130.
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*Disclaimer*: Harvard Business Services, Inc. is neither a law firm nor an accounting firm and, even in cases where the author is an attorney, or a tax professional, nothing in this article constitutes legal or tax advice. This article provides general commentary on, and analysis of, the subject addressed. We strongly advise that you consult an attorney or tax professional to receive legal or tax guidance tailored to your specific circumstances. Any action taken or not taken based on this article is at your own risk. If an article cites or provides a link to third-party sources or websites, Harvard Business Services, Inc. is not responsible for and makes no representations regarding such source’s content or accuracy. Opinions expressed in this article do not necessarily reflect those of Harvard Business Services, Inc.
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There are 2 comments left for How to Register a Delaware Company in New York
Windsor Corporate Services said: Friday, October 29, 2021The information you have shared is really helpful. Thanks for sharing such as post.
HBS Staff replied: Friday, October 29, 2021Hi there, thank you for reading our blog! We are happy it helped you.
Michael Bender said: Monday, March 13, 2017I need to know upon filing with NYS is the "County" where the actual "place of Business is " or does it just mean the State in which the filing is. Also, when registering in the State of New York do I put the place of business such as Kings County, Queens County". I need to know where to sue a foreign corporation which has a registered agent in New York but business address is in Suffolk County Long Island, New York. Thank you
HBS Staff replied: Tuesday, March 14, 2017These are questions that should be directed to the New York state Division of Corporations. Here is the website: https://www.dos.ny.gov/corps/