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I'm a software developer that (finally) has a working prototype of an app that I've been moonlighting with. I'm about 4 months out from having it 'market ready' and would like to form a 'barebones LLC' for a number of reasons:

  • I need to start reaching out to prospective clients to see if I can use them to trial a "soft release" of the app and incorporate their feedback into the final v1 product launch
  • I'd like to associate some intellectual property with a business, not myself personally
  • Soon I'll need to start signing contracts and would like the protection of an LLC

Now I fully understand that using a lawyer or a legal service is highly advised here. Duly noted! But, I think I'm more than capable of handling this initial barebones formation (which consists of just myself, no partners/members, etc.). If you disagree, please give me the reasons! Otherwise, my question is written from the perspective of someone who wishes to execute the LLC formation by himself/herself ("himerself").

From what I can tell, formation in NYS (not NY City or any of the 5 boroughs) is as simple as:

  • Writing an Articles of Organization, which I can bum from free/open source online templates and tweak as needed; then
  • Filing these Articles with NYS Department of Corporations, and pay the $200 fee; then
  • Announce the formation in 2 newspaper publications in the county of formation

Here are my concerns:

  • How do I determine which newspapers qualify as publications (and hence satisfy that criterium)? Does the DoC maintain a list somewhere?
  • Any other important formation steps I'm missing? For instance, do I need to file financial statements with the NYS Dept of Taxation/Finance and/or IRS as soon as the LLC is formed? How about obtaining a FEIN? Etc.
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All your questions should be answered by your NY state regulatory authority found here.

Generally speaking, doing what you describe is relatively easy and takes minimal time, effort and cost. All state authorities have an interest in making this process as easy and efficient as possible for people to do themselves.

You have asked all the right questions in your OP. And, like I mentioned, all the answers should be found at that link. If not, stop back by and let us know.

Important Notes

A few things to mention:

  1. You will probably want to open a bank account for your new LLC to further "establish" it as a legal entity. For that, you will first need to get an Employer Identification Number (EIN) from the IRS. Also easy. Just Google to see how. You used to just have to call an 800 number and answer some questions and you could get it in about 15 minutes. But I read somewhere that process has changed since those days. See IRS form SS-4.

  2. Remember to pay your annual filing fees on time. Otherwise you might have your status revoked. Which you can usually reinstate within a grace period under state statute after paying additional fees. But you might not maintain corporate protection during that period if you ever let that lapse.

  3. Read up on what you must do to prevent a potential creditor from piercing the corporate veil if you want to maintain maximum liability protection your entity provides.

Where to Publish

Contact your county clerk's office.

On page 7 of this document, the author writes:

The notice must be published once per week for six consecutive weeks in two newspapers in the county where the office of the business is located. The county clerk will designate which newspapers the notices must run in, one of which will be published daily and one published weekly.

For more information, you can also read this link.

Congrats on your new business. And good luck!

  • Awesome answer, thanks @Mowzer (+1) - one important item that your ny.gov link doesn't address is: Where can I obtain a list of newspapers that I can publish/announce in? I would imagine having my Nana tell all her Rotary Club friends about my business doesn't qualify as making an announcement ;-) – Manny Rodriguez Dec 17 '15 at 19:46
  • @MannyRodriguez: See edits under "Where to Publish." Also found the IRS form SS-4 for you. – Mowzer Dec 17 '15 at 21:05

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