Selecting the New York Corporation or LLC Name
When you begin the selection process to choose a name for your New York based corporation, it should be remembered that the name will need to be unique and will identify you as a separate entity transacting business in the state. The name you choose for your corporation must end with “Incorporated,” “Inc.,” “Corporation,” or “Corp”. When developing a name to use for a limited liability company, be reminded that it must end with “Limited Liability Company” or “LLC”.
Since the name you pick out for your business will be identifying your corporation or LLC as a unique entity, the name will not be accepted by the state of New York if it is likely to mislead the general population or if it too closely resembles the name of another corporation or LLC formed in New York.
The state guidelines of New York require that you do not use any type of punctuation such as dashes, hyphens, periods, commas, underscores, quotations or exclamation points in the name selection. While it may be advantageous to your business to try to name your corporation or LLC so that it identifies with the goods or services you will be providing, the state does not require this.
Selecting a Board of Directors
A corporation formed within New York can have several members serving as director but is only required to have one if there is only one shareholder. If there is more than one shareholder for the business, there must be a corresponding director for each shareholder that exists up to a minimum of three. Since the board of directors for your company is responsible for managing the corporation, it is suggested that the board be comprised of individuals that are officers or shareholders who have some type of daily dealings with the business. New York requires any director to be a minimum of 18 years of age.
New York Taxes
Business corporations are expected to file the New York General Business Corporation Franchise tax return, Form CT-3 or CT-3-S annually, whether a “C” or “S” corporation. The amount of tax owed is dependent on a number of factors and there is a minimum tax due of $800.00.
LLC’s in New York are required to file as either a corporation or a partnership dependent on the election made on the form labeled SS-4. New York maintains an individual income tax so employers are expected to withhold state income tax. New York maintains a general sales and use tax of 4 1/4% with each county or locality able to impose a rate which is added to it.
The registered agent must have a physical street address within New York state. PO boxes are not acceptable, within New York.