International Legal Services

New York – Limited Liability Companies

General information about the State	Nicknames: The Empire State, Excelsior State Population: 18,185,000 (3rd place) Area: 54,471 sq miles (27th place) Admitted to Union: the 26th of July, 1788 Capital City: Albany (population 101,000) Other cities: New York City (7,323,000), Buffalo (328,000)
Possible names with example of Alpha	Alpha Limited Liability Company Alpha LLC Alpha L.L.C.
The minimum number of members	One
Special Statutory Rules	Every new LLC within 120 days after registration during six weeks (one per week) must place announcements about its formation in two local newspapers, appointed by the county where the business address of the is situated. When this is not executed the company is considered as being not completely registered; thus when LLC will bring a claim to a court it will lose it.
Company management	LLC is managed by its members unless operating agreement states that LLC is to be managed by one or more managers. If not otherwise provided in the operating agreement, members vote in proportion to their share in the current profits of the LLC, and the approval of members owning a majority is required to take membership action. Unless otherwise provided by the operating agreement, managers are elected annually by members. Operating agreement must be in writing. When LLC has nominee members an attorney is appointed to manage LLC on the basis of power of attorney. As a rule, general power of attorney and a restricted one only for the purpose to open bank account are issued by nominee members in favor of company’ beneficial owner or authorized persons.
Amendments to the Articles and Operating Agreement	Unless otherwise provided in the operating agreement, amendments to the articles or operating agreement require approval of at least a majority in interest of the members. But a majority of the managers of a manager-managed LLC may adopt the following amendments to the articles without membership approval: (a) change of the registered agent name or address; (b) change of LLC address for service of process, and (c) correct an error in the articles.
Withdrawal of Members	The operating agreement may prohibit a member from resigning from the LLC. Unless otherwise provided in the operating agreement, a member may withdraw with the written consent or approval of at least two-thirds of the members in interest, not counting the interest of the withdrawing member. If this consent is not obtained and the operating agreement does not prevent withdrawal, a member may withdraw upon six months’ written notice to the LLC. If not otherwise provided in the operating agreement, a withdrawing member is entitled to receive the fair value of the member’s interest within a reasonable time after withdrawal. Except as provided in the certificate of formation or operating agreement, the LLC automatically dissolves after the dissociation of a member, unless a majority of interest of the remaining members vote to continue the LLC within 180 days after dissociation of a member.
Annual Report	Each company should present annual report to the Secretary of the State due on the date of registration of the LLC.
Taxation	State tax treatment of the company follows IRS classification for federal income tax. Sales tax – 4%