N.Y. Limited Liability Company Law § 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.