2023 New York Laws › LLC - Limited Liability Company Law › Article 3 - Service of Process › 301 - Statutory Designation of Secretary of State as Agent for Service of Process.

§  301.  Statutory  designation  of  secretary  of  state as agent for
service of process. (a) The secretary of state shall  be  the  agent  of
every  domestic  limited  liability  company  that  has  filed  with the
department of state articles of organization making such designation and
every foreign limited liability company upon which process may be served
pursuant to this chapter.
(b) No domestic or foreign limited liability company may be formed  or
authorized  to  do  business in this state under this chapter unless its
articles of organization or application  for  authority  designates  the
secretary of state as such agent.
(c) Any designated post office address to which the secretary of state
shall  mail  a  copy  of  process  served  upon him or her as agent of a
domestic limited  liability  company  or  a  foreign  limited  liability
company  shall  continue  until  the  filing  of  a certificate or other
instrument under this chapter directing the mailing to a different  post
office  address  and any designated email address to which the secretary
of state shall email  a  notice  of  the  fact  that  process  has  been
electronically  served  upon  him  or her as agent of a domestic limited
liability company or foreign limited liability company,  shall  continue
until the filing of a certificate or other instrument under this chapter
changing or deleting such email address.
(e)  (1)  Except  as  otherwise  provided  in  this subdivision, every
limited  liability  company  to  which  this  chapter   applies,   shall
biennially   in   the  calendar  month  during  which  its  articles  of
organization or application for authority were filed, or effective  date
thereof if stated, file on forms prescribed by the secretary of state, a
statement  setting  forth the post office address within or without this
state to which the secretary of state shall mail a copy of  any  process
accepted against it served upon him or her. Such address shall supersede
any  previous  address  on  file  with  the department of state for this
purpose.
(2) The commissioner of taxation and  finance  and  the  secretary  of
state  may  agree  to  allow  limited liability companies to include the
statement specified in paragraph one of this subdivision on tax  reports
filed  with  the  department of taxation and finance in lieu of biennial
statements and in a manner prescribed by the  commissioner  of  taxation
and  finance.    If  this agreement is made, starting with taxable years
beginning on or after January first, two thousand sixteen, each  limited
liability  company required to file the statement specified in paragraph
one of this subdivision that is subject to the  filing  fee  imposed  by
paragraph  three of subsection (c) of section six hundred fifty-eight of
the tax law shall provide such statement  annually  on  its  filing  fee
payment  form  filed with the department of taxation and finance in lieu
of filing a statement under this section with the department  of  state.
However,  each  limited  liability  company required to file a statement
under this section must continue to file the biennial statement required
by this section with the department of state until the limited liability
company in fact has filed a filing fee payment form with the  department
of  taxation  and  finance that includes all required information. After
that time, the limited  liability  company  shall  continue  to  provide
annually the statement specified in paragraph one of this subdivision on
its  filing  fee payment form in lieu of the biennial statement required
by this subdivision.
(3) If the agreement described in paragraph two of this subdivision is
made, the department of  taxation  and  finance  shall  deliver  to  the
department  of  state  the  statement specified in paragraph one of this
subdivision contained on filing fee payment  forms.  The  department  of
taxation  and  finance  must,  to  the extent feasible, also include the

current name of the  limited  liability  company,  department  of  state
identification  number  for  such  limited  liability company, the name,
signature and capacity of the signer of the statement, name  and  street
address of the filer of the statement, and the email address, if any, of
the filer of the statement.