Why Start an NYS Corporation?
The state offers a range of business incentives, giving businesses in New York a competitive edge. Your corporation may be able to take advantage of these incentives, provided it meets qualifying criteria.
For example, the Excelsior Jobs Program provides tax credits to approved businesses that meet and maintain established job and investment thresholds outlined by the program. Companies may qualify for five fully refundable tax credits.
For most entrepreneurs looking to start a larger business, NYS incorporation may be the best choice. As a corporation, your business is able to buy and trade stock, and when it comes to excess profits, corporations offer more flexibility than a limited liability company (LLC). A corporation is allowed to pass income and losses to its shareholders, who report taxes on an individual tax return at ordinary levels.
Is an LLC Better Than a Corporation?
It all depends on your goals. For smaller businesses, limited liability companies are usually a better option. An LLC are easier to set up and receive many of the same benefits as corporations, but with less regulation.
Learn more about forming a New York LLC so you can decide which business entity is right for you.
Benefits of Forming a New York C Corporation
Benefits of Forming a New York S Corporation
It offers several advantages similar to those provided by a C Corp including, but not limited to:
- Options for creating, transferring and selling stock, though not as many as a C Corp
- The capacity for up to 100 shareholders
- Simpler rules than those that apply to C Corporations
- Easy transfer of ownership simply by selling your stock
- The possibility of saving money by allowing you to pay less self-employment tax
In this guide, you’ll find information on naming your corporation, getting a Registered Agent, the fees you’ll need to pay, business taxes and much more. We also cover what you'll need to register your corporation and how you'll interact with the Department of State in New York.
Start a Business in New York Checklist
To help you along the way, use our Starting a Business checklist to keep track of everything you need to do to get your business up and running.
How to Form an NYS Corporation Yourself in 6 Steps
Choose a Unique Business Name and Complete a State Business Search
Every New York business must have a unique name that hasn't already been claimed by another business in the state. If you’re having trouble coming up with a name, try using our Business Name Generator to gather ideas. You'll need to follow a few naming rules, which you can read about in detail on the New York Corporation Names page.
Once you’ve chosen a name, you’ll need to make sure it’s available in New York. To see whether another company in the state is using your desired business name, use our tool to do a New York entity search.
You can also carry out a name search on the state's website.
Provide an Official Business Address for your Corporation
All NYS corporations must have a designated address. It could be your residence address (if you’re running the company from your home), a building where your office is located or any physical address of your choice. The address can be outside the state of New York and can be a P.O. Box.
You may also be able to use a virtual mailbox for your business address. Incfile can provide you with a New York virtual mailbox where we'll receive your mail and scan it for your online review. This can be especially helpful if you run a home-based business and don't want your home address published as part of your business public record.
Assign a Registered Agent
Someone who receives official correspondence and is responsible for filing reports with the New York Department of State is known as a Registered Agent. Every New York corporation is required to have a Registered Agent.
You can fill this position, assign another manager in your business or use a Registered Agent service. If your Registered Agent in New York is a person, they must have a physical street address in New York and must be present during business hours to receive important documents on behalf of your company. You'll appoint your Registered Agent when you file your Certificate of Incorporation with the Department of State and formally create your corporation.
All of Incfile’s business formation packages include Registered Agent service. It’s free for the first year and just $119 per year after that. You can also access a digital dashboard to view any document we've received on your behalf.
File Your Certificate of Incorporation with the New York Department of State
Once you've gathered all the information for your corporation, you’ll need to file a form with the Department of State to create your Certificate of Incorporation. This will officially create your business.
Here’s what is typically included:
- Your business name and type
- Your corporation's purpose, which by default is "the purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the Business Corporation Law"
- The county in the state of New York in which the corporation is to be located
- The corporation’s capital structure (number of shares to be issued)
- Registered Agent's name and address
- The filer's name and address
File by Mail
New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231
You only need to file your Certificate of Incorporation in New York once, but every two years after, you'll also need to file a biennial report with the Department of State in NY. Incfile can remind you about this every two years, or we can do it for you if you have us handle the paperwork.
What are the fees and requirements to incorporate in New York?
During anniversary month of incorporation.
Get an Employer Identification Number (EIN) from the Internal Revenue Service
You'll need an EIN to identify your business to the IRS. You use this number for filing and paying taxes, submitting payroll information and payments for your employees and opening a business bank account. You can obtain one directly from the IRS, or Incfile can get one for you as part of the NYS corporation creation process.
A set of rules that govern how a corporation will be run, bylaws detail how many directors the corporation will have, whether the board of directors will have annual meetings and what the voting requirements will be, among other things.
Some states legally require companies to create bylaws, and the state of New York is one of them. You don't need to file your bylaws with the Department of State, but keep them with your other business records.
It's always a good idea to write and follow bylaws to protect your business from any future changes and events.
Types of NYS Corporations
BSC Article 15, § 1501 also specifies a few of the professions permitted to form a Professional Corporation in New York, which include, but may not be limited to:
- Attorneys and counselors-at-law
- Licensed physicians
Check with the Department of State to confirm whether your business should and can be a Professional Corporation.