Forming a limited liability company (LLC) and maintaining its books and records may seem like simple tasks at first. However, seemingly straightforward formation and drafting decisions or the failure to keep proper records can have far-reaching consequences. For example, how the LLC's organizational documents are drafted can have a significant effect on the members' and managers' exposure to liability and on the members' rights.

When forming a New York LLC, organizers must, among other things:

Maintaining an LLC in good standing after formation calls for careful attention to reporting and filing requirements in New York. Failure to comply with certain actions required by New York law, such as proper record keeping, can impact the LLC's status as a separate legal entity, which may expose the members and managers to liability.

Properly dissolving an LLC when it is no longer active (as opposed to letting it expire from inaction) can help ensure that taxes and fees do not continue to accrue against the LLC and members are protected from known and unknown liabilities.

Parties should also consider the applicability of reporting requirements under:

This Toolkit provides resources to help with the formation, maintenance, and dissolution of a New York LLC.