B U S I N E S S , C O R P O R AT E , TA X
Limited Liability Companies*
This practical guide, written Forms
by Michele A. Santucci, enables LLC Fee Schedule • LLP Fee Schedule
the practitioner to navigate the • Basic Articles of Organization Using
Limited Liability Company Law an Affirmation Statement • Appli-
cation for Reservation of Name under
with ease and confidence. LLCL § 205 • Certificate of Amendment
Guidance on the formation of Articles of Organization Using an
of limited liability companies— Affirmation Statement • Certificate
including issues specific to the of Correction—Domestic LLC •
Certificate of Correction—Foreign
naming of LLCs, the contents of LLC • Certificate of Change of
organization and publication, Address of Registered Agent for
along with coverage of the tax a Domestic and/or Foreign LLC •
implications, and the differ- Certificate of Change (Domestic LLC) Key Benefits
ences between the New York under LLCL § 211-A • Certificate of
Change (Foreign LLC) under LLCL § • Navigate the Limited Liability
and Delaware Limited Liability 804-A • Certificate of Resignation Company Law with ease and
Company Laws—provides the user of Registered Agent for a Domestic confidence
with a solid understanding of this LLC • Certificate of Resignation of • Benefit from numerous forms,
area of practice. Also covered Registered Agent for a Foreign LLC • practice tips and appendixes
are: management matters and Certificate of Resignation for Receipt
of Process under LLCL § 301-A •
member interests, the operating Application for Authority under LLCL Author
agreement, dissolution, mergers § 802 • Certificate of Amendment of
and consolidations, foreign lim- Application for Authority Under LLCL Michele A. Santucci, Esq.
ited liability companies and pro- § 804 • Certificate of Surrender of Attorney at Law
fessional services limited liability Authority under LLCL § 806 • Articles Niskayuna, NY
of Dissolution under LLCL § 705 •
companies. Complete with use- Certificate of Merger with Domestic
ful practice tips, appendixes and LLC Survivor • Certificate of Merger Product Info and Prices
numerous forms, this is a “must with Foreign LLC Survivor • Certifi-
Book Prices
have” reference for all attorneys cate of Merger or Consolidation with
Foreign LLC or Foreign Business Entity 2007–2008 • 330 pp., softbound •
who practice in this area. PN: 41247
Survivor • Certificate of Conversion
The 2007–2008 release is an of Partnership or Limited Partnership NYSBA Members $72
entire reprint current through the under LLCL § 1006(e)(B) • Certificate
Non-Members $80
2007 New York State legislative of Conversion of Partnership or
Limited Partnership under LLCL §
session. 1006 • Basic Articles of Organization
for a Professional Service LLC •
Application for Authority for a Foreign (Foreign Registered LLP) • Certificate
Contents of Resignation of Registered Agent
Professional Service LLC • Certificate
Introduction • Tax Background of Withdrawal by Registered Domestic (Foreign Registered LLP) • Sample
• Differences Between the New LLP • Certificate Withdrawal by Retainer Agreement in Connection
York and Delaware LLC Statutes • Registered Foreign LLP • Certificate with Formation of LLC • LLC Operating
Formation • Management of the LLC of Amendment of a Registered LLP Agreements • Tax Considerations •
• Voting by Members • Meetings of • Notice of Registration of Foreign Professional Service LLCs
Members • Capital Contributions and Registered LLP • Certificate of
Finance • Members and Membership Registration of Domestic Registered
Interests • The Operating Agreement LLP • Certificate of (Amendment/
• Dissolution • Merger and Correction) of Notice • Certificate of * The titles included in the GENERAL PRACTICE
Consolidation • Foreign Limited Change of Domestic Registered LLP MONOGRAPH SERIES are also available as
Liability Companies • Professional • Certificate of Change of Foreign segments of the New York Lawyer’s
Service Limited Liability Companies • Registered LLP • Certificate of Deskbook and Formbook, a five-volume
Foreign Professional Service Limited Registration for Receipt of Process set that covers 25 areas of practice.
Liability Companies • Miscellaneous (Domestic Registered LLP) • Certificate The list price for all five volumes of the
LLCL Provisions • Appendixes of Resignation for Receipt of Process Deskbook and Formbook is $650.
6 To Order: phone 1-800-582-2452 / fax 1-518-487-5618 / web www.nysba.org/pubs