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New YorkNew York LLC operating agreement template - free, customizable, attorney-reviewed structure.
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Operating agreement template for New York LLCs

New York LLC operating agreement template.

Free customizable operating agreement designed for New York LLCs. Includes state-specific provisions, customize bracketed fields, and download in seconds. In New York, an operating agreement is required by statute.

New York LLC quick facts

Key state filing details.

Filing fee
$200

Cost to file Articles of Organization with the New York Secretary of State.

Processing time
7-10 business days

Typical New York state filing turnaround for new LLC formation.

Annual report
$9 · Biennial Statement of Information

Ongoing state compliance filing required to maintain good standing.

State authority
dos.ny.gov

Where New York LLC filings are submitted and stored.

New York specific
State-specific note

NY LLC Law § 206 requires PUBLICATION OF FORMATION in two newspapers (one daily, one weekly) for 6 consecutive weeks. NYC publication can cost $1,500-$2,500. Must file Certificate of Publication with state. Operating agreement is required by statute.

Tax treatment
New York

state income tax + LLC fee (revenue-based) + publication requirement.

What goes in a New York operating agreement

Standard sections.

01

Formation

States that the LLC is formed under New York law. References the Articles of Organization filed with the New York Secretary of State.

02

Purpose

Business purpose. Most New York LLCs use broad "any lawful business" language.

03

Members and ownership

Lists each member by name, address, ownership percentage, and capital contribution.

04

Management

Member-managed or manager-managed. New York default rules apply absent operating agreement.

05

Distributions and allocations

How profits and losses are allocated; when distributions are made; tax distributions.

06

Voting

Decision thresholds for ordinary business vs major decisions (admit members, sale, dissolution).

07

Transfer restrictions

Right of first refusal on member transfers. Drag-along and tag-along rights.

08

Buy-sell on departure

What happens on death, disability, divorce, bankruptcy, or voluntary withdrawal.

09

Dissolution

Events triggering dissolution. Wind-up procedures under New York law.

10

Governing law

New York law governs the operating agreement.

FAQ

New York operating agreement questions.

Is an operating agreement required in New York?
In New York, an LLC operating agreement is required by statute. Banks, lenders, and counterparties typically expect to see one regardless of state requirements.
What does it cost to form an LLC in New York?
The New York LLC filing fee is $200. Annual report (where required) is $9.
How long does New York LLC formation take?
New York state processing is typically 7-10 business days.
Where do I file the operating agreement?
Nowhere. The operating agreement is an internal document not filed with the New York Secretary of State. Only Articles of Organization are filed publicly.
Can I use this template if I plan to elect S-Corp tax status?
Yes. The template is compatible with S-Corp election. Update the tax classification provision when you file Form 2553.
What if I have multiple members?
Use the multi-member template instead. It covers ownership splits, voting, buy-sell, and transfer restrictions for New York LLCs with two or more members.
Does this need to be notarized in New York?
Generally no. New York operating agreements are typically signed and stored without notarization. Some banks may request notarization for their records.
What if my LLC operates in multiple states?
Form in New York, then file foreign qualification in each other state. The operating agreement remains the same; the entity registers as a foreign LLC in each additional state.

Form your New York LLC.

$0 service fee. $200 New York state fee. EIN, BOI, and registered agent included.

Template is educational. Specific situations may require attorney review.

How it works

How we deliver, end-to-end.

Four-step path from request to confirmation. State and IRS turnaround varies; our steps run in parallel where possible to compress the timeline.

1

Intake + scope

You tell us what you need through a short intake form (or a call for complex matters). We confirm scope, surface any gating issues (deadlines, missing documents, entity status), and quote any state fees that pass through at cost.

2

Prepare + verify

Our specialists draft the filing, verify entity details against state databases, run internal QA, and route any items needing your sign-off. You see drafts before anything gets submitted.

3

File with the authority

We submit directly to the state Secretary of State, FinCEN, IRS, USPTO, or whichever authority your filing requires. We pay state fees at cost and track the submission identifier in your account.

4

Confirmation + vault

Stamped certificate, IRS notice, or filing receipt arrives in your SOC 2 encrypted document vault the moment we receive it. Next filing deadline auto-added to your compliance calendar where applicable.

Start your business in the next 5 minutes.

No state-fee markup. Pay only the state fee. 60-day money-back guarantee.

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