Articles of Organization
(NY PLLC)

This is a template for articles of organization that may be adopted by a New York professional service limited liability company (PLLC) as its formation document and filed with the New York Department of State (DOS) to organize the PLLC. This template includes practical guidance and drafting notes. A PLLC may be formed by one or more professionals ("profession" is defined in N.Y. Ltd. Liab. Co. Law § 1201(b)) for the purpose of providing licensed professional services for profit. A list of professional services is provided by the NYS Department of Education, Office of Professions. This template contains the information required by Article 7 of the New York Limited Liability Company Law for articles of organization for a PLLC and should not be used to form a New York limited liability company. It does not contain all optional clauses that may be included in the articles of organization. The articles of organization should be filed with a certificate of good standing from the appropriate appellate division or a certificate of authority (Form PLS709) under seal from the NYS Department of Education, Division of Professional Licensing Services, Corporations Unit. N.Y. Ltd. Liab. Co. Law § 1203(b). In New York, a PLLC may file its articles of organization by mail (New York State Department of State, Division of Corporations, State Records and Uniform Commercial Code, One Commerce Plaza, 99 Washington Avenue, Albany, New York 12231), in-person (same as mailing address, 6th Floor, open 9:00 a.m. to 4:30 p.m.), by facsimile (by faxing the articles of organization along with a credit card/debit card authorization form to the Division of Corporations, State Records and Uniform Commercial Code at (518) 474-1418), or through the NY DOS's electronic filing system. The filing fee of $200 should be made payable to the Department of State. After the articles of organization have been filed with the DOS, N.Y. Ltd. Liab. Co. Law § 1203(c)(1) requires a certified copy of the articles of organization be filed with the licensing authority within 30 days of filing with the DOS. In addition, N.Y. Ltd. Liab. Co. Law § 1203(c)(2)(A) requires that, within 120 days after the filing of articles of organization, a copy of the articles or a notice containing the substance thereof must be published once a week for six successive weeks in two newspapers of the county in which the PLLC's office is located. One must be published weekly, and one published daily, with the newspapers to be designated by the county clerk in which the PLLC is located. A certificate of publication, with affidavits of publication from the publishing newspapers attached and a $50 filing fee, must be filed with the NY DOS. For a template affidavit see Affidavit of Publication (Statutory Newspaper Notice) (NY Professional Service LLC). For further guidance see Professional LLC (NY).