When forming a Limited Liability Company (LLC), it's crucial to be aware of specific state requirements that vary from state to state. One such requirement that often surprises new business owners is the publication requirement, which is mandatory in states like New York, Arizona, and Nebraska. This article aims to shed light on this requirement and what it entails for businesses in these states.
When forming an LLC, through Collective, we will introduce you to our partner, RASI, who can assist with providing a quote and filing the publication. Alternatively, you may opt to handle this on your own or with another third party service.
Note: This Information Applies to Both LLC and S Corp Tier Members
Whether you operate as a single-member LLC filing on your personal tax return or your LLC has elected S Corp status, the fees outlined below apply to the underlying legal entity — the LLC. These formation, registration, and ongoing maintenance costs are determined at the state level and affect all LLCs, regardless of how they’re taxed.
What is the Publication Requirement?
The publication requirement is a legal mandate in certain states that requires newly formed LLCs to announce their formation in one or more newspapers. This announcement must be made within a specified period after the LLC is officially registered with the state. The purpose of this requirement is to provide transparency and notify the public about the creation of the new business entity.
States with Publication Requirements
While most states do not have this requirement, a few, including New York, Arizona, and Nebraska, mandate it. The specifics of the requirement, such as the duration of the publication and the type of newspapers in which the announcement must be made, can vary from state to state. For example: New York state requires new entities to publish this notice for six consecutive weeks and then file a Certificate of Publication with the state. This publication process can add several hundred dollars to your overall formation costs, depending on the county where your business is located.
New York's Publication Requirement
In New York, newly formed LLCs must publish a notice of their formation in two newspapers (one daily and one weekly) for six consecutive weeks in the county where the LLC's office is located. This must be done within 120 days of the LLC’s formation. The newspapers must be designated by the county clerk. After the publication is complete, the LLC must file an Affidavit of Publication with the New York Department of State.
Arizona's Publication Requirement
In Arizona, LLCs must publish a notice of their formation in a newspaper of general circulation in the county of the known place of business for three consecutive publications. This must be done within 60 days of the LLC's formation. Unlike New York, if the LLC's known place of business is in a county with a population of 800,000 or more (e.g., Maricopa or Pima counties), the publication requirement is waived.
Nebraska's Publication Requirement
In Nebraska, LLCs are required to publish a notice of organization in a legal newspaper in the area of the LLC's designated office for three successive weeks. The notice must include the name of the LLC, the street address of the designated office, and a statement that the LLC is organized under the laws of Nebraska. Following the publication, an affidavit of publication must be filed with the Nebraska Secretary of State.
Compliance and Consequences
Failure to comply with the publication requirement can lead to consequences for the LLC, such as the suspension of its authority to conduct business in the state. Therefore, it's crucial for LLC owners to understand and adhere to these requirements to avoid legal and operational issues.
Disclaimer: The information contained in this document is provided for informational purposes only and should not be construed as legal, financial, or tax advice. It is not intended to be a substitute for obtaining legal, accounting, or other financial advice from an appropriate and/or licensed adviser, or for the purpose of avoiding U.S. Federal, state or local tax payments and penalties.