Email: [email protected]
Phone: (646) 386-5939
Location: 60 Centre Street, Room 109B, New York, NY 10007
Corporation Filings
If a person wishes to make a filing for a corporation, limited partnership, limited liability partnership, limited liability corporation or an assumed name for a corporation, you must contact the Department of State, Division of Corporations at (518) 473-2492 or visit www.dos.ny.gov
Business Certificate- Sole Proprietor (One business owner)
Please be advised, you do not have to file a business certificate if you are doing business under your own name.
The following are requirements to file a business certificate in New York County:
- You must be 18 years or older to file a certificate as a sole proprietor.
- You must have a physical location in Manhattan from which you conduct business.
Post Office, UPS, FedEx, Staples Boxes, virtual business addresses and a workspace used to conduct business, but you do not have a lease for (“shared workspaces”) may not be used to register a business certificate. If you are renting office space in a building, please provide a copy of your lease (lease term must be one year or more) with the building’s managing/leasing agent. Subleases from virtual/shared workspace are not acceptable.
- A business name that does not use the name or initials of any person who is not the sole proprietor or partner listed on the certificate.
- A business name that contains words in the English language, or a word found in another language. The filer must provide a translation from a dictionary of that language to English for any words not found in the English language.
- A business name that does not include word(s) that implies more than one person for a Sole Proprietorship. For example, the words “group, associates, or consultants” cannot be used for the name of a business for a Sole Proprietorship.
- A business name that is does not already exist as another business, corporate assumed name or corporation. If you are the owner of a corporation and you would like to use the same name as the corporation for the Sole Proprietorship, you must first dissolve the corporation and provide proof of its dissolution.
- A business certificate form that does not contain any cross outs, whiteouts or alterations.
- A signed and notarized form by the Sole Proprietor. All signatures must be originals (wet ink). If the business certificate is notarized virtually, the notary must be in New York State and a certificate of authenticity should be attached to the business certificate.
Please be advised, the County Clerk’s Office will retain the original filing. Also, certain businesses, Accountant, Hair or Nail salon, Restaurant, etc., require a professional license issued by New York State to transact business. These licenses are issued by New York Department of State, New York State Department of Education or New York City Department of Consumer Affairs. Please provide a copy of the professional license with the submission of your business certificate.
All business certificate filings must be made in person or via mail. If submitting your business filing by mail, please allow 6-8 weeks from the date of receipt for processing.
The filing fees are as follows:
- $100 – To file the business certificate
- $10 – per certified copy
- $0.25 – per page for copies
Payment can be made in cash, or by certified check, attorney check, credit card, money order or official bank check in U.S. dollars payable to the New York County Clerk in the amount of $121.00 which includes the original filing and 2 certified copies. The New York County Clerk’s Office does not accept personal or company checks.
Payment for business certificates made by mail should be in the form of certified check, attorney check, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks. If the filing is made by mail, be sure to include a self-addressed stamped return envelope.
If you require more information about business filings in New York State, please check the New York State Business Express website at (https://www.businessexpress.ny.gov/)
Business Certificate - General Partnership (2 or more owners)
The following are requirements to file a business certificate for a Partnership in New York County:
- All partners must be 18 years or older to file a partnership.
- You must have a physical location in Manhattan from which you conduct business. Post Office, UPS, FedEx, Staples Boxes, virtual business addresses and a workspace used to conduct business, but you do not have a lease for (“shared workspaces”) may not be used to register a business certificate. If you are renting office space in an office building, please provide a copy of your lease (lease term must be one year or more) with the building’s managing/leasing agent. Subleases from virtual/shared workspace are not acceptable.
- A business name that does not use the name or initials of any person who is not the sole proprietor or partner listed on the certificate.
- A business name that contains words in the English language, or a word found in another language. The filer must provide a translation from a dictionary of that language to English for any words not found in the English language.
- A business name that is does not already exist as another business, corporate assumed name or corporation. If you are the owner of a corporation and you would like to use the same name as the corporation for the Partnership, you must first dissolve the corporation and provide proof of its dissolution.
- A business certificate form that does not contain any cross outs, whiteouts or alterations.
- A signed and notarized form by all partners. All signatures must be originals (wet ink). If the business certificate is notarized virtually, the notary must be in New York State and a certificate of authenticity should be attached to the business certificate.
Please be advised, the County Clerk’s Office will retain the original filing. Also, certain businesses, Accountant, Hair or Nail salon, Restaurant, etc., require a professional license issued by New York State to transact business. These licenses are issued by New York Department of State, New York State Department of Education or New York City Department of Consumer Affairs. Please provide a copy of the professional license with the submission of your business certificate.
All business certificate filings must be made in person or via mail. If submitting your business filing by mail, please allow 6-8 weeks from the date of receipt for processing.
The filing fees are as follows:
- $100 – To file the business certificate
- $10 – per certified copy
- $0.25 – per page for copies
Payment can be made in cash, or by certified check, attorney check, credit card, money order or official bank check in U.S. dollars payable to the New York County Clerk in the amount of $121.00 which includes the original filing and 2 certified copies. The New York County Clerk’s Office does not accept personal or company checks.
Payment for business certificates made by mail should be in the form of certified check, attorney check, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks. If the filing is made by mail, be sure to include a self-addressed stamped return envelope.
If you require more information about business filings in New York State, please check the New York State Business Express website at (https://www.businessexpress.ny.gov/)
Amending Business Certificates
To change the business name, business/home address or add a partner to a sole proprietorship, you must file an amended business certificate. You may not amend a business certificate to change ownership of the company. At least one original owner of the business must remain as a partner. Also, if the business certificate is being amended to change the location of the business from New York County to another county, the business must be discontinued and filed in the new county.
The following are requirements to file an Amended Business Certificate in New York County:
- You must have a physical location in Manhattan from which you conduct business. Post Office, UPS, FedEx, Staples Boxes, virtual business addresses and a workspace used to conduct business, but you do not have a lease for (“shared workspaces”) may not be used to register a business certificate. If you are renting office space in an office building, please provide a copy of your lease agreement (lease term must be one year or more) with the building’s managing/leasing agent. Subleases from virtual/shared workspace are not acceptable.
- A business name that does not use the name or initials of any person who is not the sole proprietor or partner listed on the certificate.
- A business name that contains words in the English language, or a word found in another language. The filer must provide a translation from a dictionary of that language to English for any words not found in the English language.
- A business name that is does not already exist as another business, corporate assumed name or corporation. If you are the owner of a corporation and you would like to use the same name as the corporation for the Sole Proprietorship, you must first dissolve the corporation and provide proof of its dissolution.
- A business certificate form that does not contain any cross outs, whiteouts or alterations.
- A signed and notarized Amendment form. All signatures must be originals (wet ink). If the business certificate is notarized virtually, the notary must be in New York State and a certificate of authenticity should be attached to the business certificate.
If the amendment is to add/remove a partner, the partner being added/removed must sign and notarize the amendment along with a majority of the remaining partners. If the partner is deceased, the executor/ administrator of the estate must sign and notarize the certificate, and a certified copy of the letter issued from Surrogates Court must be submitted.
Please be advised, the County Clerk’s Office will retain the original filing. Also, certain businesses, Accountant, Hair or Nail salon, Restaurant, etc., require a professional license issued by New York State to transact business. These licenses are issued by New York Department of State, New York State Department of Education or New York City Department of Consumer Affairs. Please provide a copy of the professional license with the submission of your business certificate.
All business certificate filings must be made in person or via mail. If submitting your business filing by mail, please allow 6-8 weeks from the date of receipt for processing.
The filing fees are as follows:
- $100 – To file the business certificate
- $10 – per certified copy
- $0.25 – per page for copies
Payment can be made in cash, or by certified check, attorney check, credit card, money order or official bank check in U.S. dollars payable to the New York County Clerk in the amount of $121.00 which includes the original filing and 2 certified copies. The New York County Clerk’s Office does not accept personal or company checks.
Payment for business certificates made by mail should be in the form of certified check, attorney check, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks. If the filing is made by mail, be sure to include a self-addressed stamped return envelope.
If you require more information about business filings in New York State, please check the New York State Business Express website at (https://www.businessexpress.ny.gov/)
Discontinuing a Business
To close the business, you must file a Discontinuance of Business. The following are requirements to file a Discontinuance of a Business Certificate in New York County:
- A business certificate form that does not contain any cross outs, whiteouts or alterations.
- A signed and notarized discontinuance form. To discontinue a partnership, all partners to the business must sign the certificate. All signatures must be originals (wet ink). If the business certificate is notarized virtually, the notary must be in New York State and a certificate of authenticity should be attached to the business certificate.
If the Sole Proprietor or a partner is deceased, the executor/administrator of the estate must sign and have the certificate notarized. Also, a certified copy of the letter issued from Surrogate Court must be supplied. There is no filing fee for a discontinuance. If the filing is made by mail, be sure to include a self-addressed stamped return envelope.
All business certificate filings must be made in person or via mail. If submitting your business filing by mail, please allow 6-8 weeks from the date of receipt for processing.
The fees for copies are as follows:
- $10 – per certified copy
- $0.25 – per page for copies
If you require more information about business filings in New York State, please check the New York State Business Express website at (https://www.businessexpress.ny.gov/)
Religious Incorporation
Please refer to New York State Religious Incorporation Law as there are different applicable articles based on the denomination of the religious entity. The New York County Clerk’s Office can only file Religious Incorporations for places of worship physically located in the borough of Manhattan, New York County only. You may email a draft of your filing to [email protected] to have a clerk review the document before it is notarized.
All business certificate filings must be made in person or via mail. If submitting your business filing by mail, please allow 6-8 weeks from the date of receipt for processing.
The filing fees are as follows:
- $100 – To file the religious incorporation
- $10 – per certified copy
- $0.25 – per page for copies
Payment can be made in cash, or by certified check, attorney check, credit card, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks.
Payment for business certificates made by mail should be in the form of certified check, attorney check, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks. If the filing is made by mail, be sure to include a self-addressed stamped return envelope.
Accessing Business Department Filings and Records
Please be advised, the New York County Clerk does not have records for Limited Liability Company, Limited Liability Partnership or Limited Partnerships filed after July 1991. To access these records, please contact the New York State Secretary of State at 518-473-2492 or https://apps.dos.ny.gov/publicInquiry/ for further assistance.
Some Religious Incorporations commenced before 1909 were started by a legislative act of the City of New York. To review these records, please contact the New York City Department of Records and Information Services at:
31 Chambers Street RM. 111
Phone (212) 788-8590
Email: [email protected]
Business Corporation are filed with the New York Department of State, Division of Corporations and then forwarded to the county clerk where the principal office is located. You may perform a corporation record search at https://apps.dos.ny.gov/publicInquiry/ to verify the legal name, date of filing and that the incorporation is in New York County.
To request/research a business department filing, you must know the legal name of the business or corporation. Please email [email protected] with the legal name of the business or corporation, approximate year the business/ corporation was started, and owner(s) name for further assistance. Some corporate records are stored off site. Processing of request is approximately 6-8 weeks. Once the County Clerk’s Office is in possession of the record, you will be contacted.
The New York County Clerk has the following records on file:
- Sole Proprietor & General Partnership certificates from 1900 to present.
- Business Corporation Assumed Name Certificates from 1979 to present.
- Business Corporations & Religious Incorporations from 1818 to present
- Limited Partnerships from April 1922 to July of 1991. (After July 1991, Limited Partnerships are filed with the New York State Secretary of State at 518-473-2492 or https://apps.dos.ny.gov/publicInquiry/).
If appearing in person, the fee for a plain copy is $0.25 per page and for a certified copy is $10.00 per document and $0.25 per page. Payment can be made in cash, certified check, attorney check, credit card, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks.
To request a business record by mail, please send a written request with the business/corporation’s name, approximate year the business was started, name of owner(s) to:
The New York County Clerk
60 Centre Street, Room 109B,
New York, NY 10007
Attention: Business Department
If available, please include an email address and/or telephone number for contact.
The fee to obtain copies by mail should be in the form of certified check, attorney check, money order or official bank check in U.S. dollars payable to the New York County Clerk. The New York County Clerk’s Office does not accept personal or company checks.
Additional Filings and Records
If you have any questions, please feel free to contact the Business Department by email at [email protected].