GroundRules
← Search the law
New York · Through 2026-09-11

N.Y. Limited Liability Company Law § 212: Certificate of correction

Read at publisher ↗
Where this section sits in the code
  1. Limited Liability Company Law
  2. Article 2. Formation

§ 212. Certificate of correction. The articles of organization, any

certificate or any other instrument relating to a domestic or foreign

limited liability company filed with the department of state under this

chapter may be corrected with respect to any informality or error

apparent on the face, incorrect statement or defect in the execution

thereof, including the deletion of any matter not permitted to be stated

therein. A certificate, entitled "Certificate of correction of... (title

of articles or certificate and name of limited liability company) under

section two hundred twelve of the Limited Liability Company Law," shall

be signed and delivered to the department of state. It shall set forth

the name of the limited liability company, the date the articles or

certificate to be corrected was filed by the department of state, a

statement as to the nature of the informality, error, incorrect

statement or defect, the provision in the articles or certificate as

corrected or eliminated and, if the execution was defective, the proper

execution. The filing of the certificate of correction with the

department of state shall not alter the effective date of the instrument

being corrected and shall not affect any right or liability accrued or

incurred before such filing. A name of a limited liability company may

not be changed or corrected pursuant to this section.

Collected 2026-09-14T19:32:45Z. Source file · JSON

Browse this collection