NY LLC L § 203 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 2 - Formation 203 - Formation.

§  203.  Formation. (a) One or more persons may act as an organizer or organizers to form a limited liability  company  by  (i)  preparing  the articles of organization of such limited liability company in accordance with  subdivision  (e)  of this section, (ii) executing such articles of organization in accordance  with  section  two  hundred  seven  of  this article   and   (iii)   filing  such  articles,  entitled  "Articles  of organization of... (name of limited liability company) under section two hundred three of the Limited Liability Company Law," in accordance  with section two hundred nine of this article.  (b)  An  organizer  may,  but  need  not  be,  a member of the limited liability company that he or she forms.  (c) At the time of its formation, a  limited  liability  company  must have at least one member.  (d) A limited liability company is formed at the time of the filing of the  initial articles of organization with the department of state or at any later time specified in the articles of organization, not to  exceed sixty  days  from the date of such filing. The filing of the articles of organization shall, in  the  absence  of  actual  fraud,  be  conclusive evidence  of  the  formation  of the limited liability company as of the time of filing or effective date  if  later,  except  in  an  action  or special  proceeding brought by the attorney general. A limited liability company formed under this chapter shall be a separate legal entity,  the existence  of  which as a separate legal entity shall continue until the cancellation  of   the   limited   liability   company's   articles   of organization.  (e)  The articles of organization of a limited liability company shall set forth:  (1) the name of the limited liability company;  (2) the county within this state in which the office  of  the  limited liability  company  is to be located or if the limited liability company shall maintain more than one office in this state, the county  in  which the principal office of the limited liability company is to be located;  (3)  if  the  limited  liability company is to have a specific date of dissolution in addition to  the  events  of  dissolution  set  forth  in section  seven hundred one of this chapter, the latest date on which the limited liability company is to dissolve;   * (4) a designation of the secretary of state as agent of the  limited liability  company  upon  whom  process against it may be served and the post office address within or without this state to which the  secretary of  state shall mail a copy of any process against the limited liability company served upon him or her;   * NB Effective until January 1, 2023   * (4) a designation of the secretary of state as agent of the  limited liability  company  upon  whom  process against it may be served and the post office address within or without this state to which the  secretary of  state shall mail a copy of any process against the limited liability company served upon him  or  her.  The  limited  liability  company  may include  an  email address to which the secretary of state shall email a notice of the fact that  process  against  it  has  been  electronically served upon him or her;   * NB Effective January 1, 2023  (5)  if  the  limited liability company is to have a registered agent, its name and  address  within  this  state  and  a  statement  that  the registered  agent  is  to  be the agent of the limited liability company upon whom process against it may be served;  (6) if all or specified members are to be liable in their capacity  as members  for  all  or specified debts, obligations or liabilities of the limited liability company as authorized pursuant to section six  hundred  nine  of  this chapter, a statement that all or specified members are so liable for such debts, obligations or liabilities in their  capacity  as members  of  the  limited  liability  company  as authorized pursuant to section six hundred nine of this chapter; and  (7)  any other provisions, not inconsistent with law, that the members elect to include in the articles or organization for the  regulation  of the  internal  affairs  of the limited liability company, including, but not limited to, (A) the business purpose for which the limited liability company is formed, (B) a statement of whether there are  limitations  on the  authority  of  members or managers or a class or classes thereof to bind the limited liability company  and  (C)  any  provisions  that  are required  or  permitted to be included in the operating agreement of the limited liability company pursuant to section four hundred seventeen  of this chapter.