How to Form a Corporation in New York

What you file in New York

This page covers the state filing and the charges that follow it. For the procedural side (name availability, registered agent, bylaws and the federal EIN), see the formation guide and how to get an EIN, both of which apply to corporations as well as LLCs.

What it costs to incorporate and stay filed

State filing charges only. Corporate income tax and franchise tax are excluded. Both depend on income or net worth, so no flat figure would be true for every corporation.

New York is the 34th cheapest of 49 states on the incorporation filing fee alone. Nationally the fee runs from $35 in Montana to $300 in Texas, averaging $113.49. It is a one-off charge, so over five years it is usually outweighed by the recurring report fee and any annual franchise or minimum tax.

States that are cheaper to incorporate in

A cheaper filing fee elsewhere rarely saves money if you actually operate in New York. Every state sets its own threshold for what counts as transacting business, and where that threshold is met an out-of-state corporation is generally required to register as a foreign corporation. Which would mean fees in both states rather than one. Whether it applies to you depends on facts this page cannot see, so check foreign qualification in New York before incorporating elsewhere to save on the filing fee.

New York corporation vs New York LLC

State filing charges only. Corporate income tax and franchise tax are excluded because both depend on income or net worth, so no flat figure exists for either entity.

Worth noticing: a corporation is $75 cheaper to file here than an LLC. That is the exception nationally. Corporations are the cheaper filing in only 14 of the 50 states, the two entities cost the same in 26, and the LLC is cheaper in 10.

Full New York LLC cost breakdown · LLC vs C-corp explained · LLC vs S-corp explained

State taxes a New York corporation pays

Franchise or gross-receipts tax

New York's corporate tax is a franchise tax. C corporations pay the highest of the business income base tax, the capital base tax, or the fixed dollar minimum tax. The C-corporation fixed dollar minimum tax is based on New York receipts and ranges from $25 (receipts up to $100,000) to $200,000 (receipts over $1 billion). Paid to the Department of Taxation and Finance (not the Department of State).

The $25 minimum tax is deliberately left out of the filing-charge totals on this page. A minimum tax is owed to the state tax authority on a tax return, not to the business filing office, but unlike an income-based tax it is a floor, so treat it as a recurring cost of keeping the corporation alive here.

What these totals leave out: the filing-charge figures on this page are what you pay the business filing office. They exclude corporate income tax and any franchise or gross-receipts tax, because both depend on income, net worth or receipts. The section above sets out what New York levies, or that it levies neither. Where a state's franchise tax carries a flat minimum, that minimum is an unavoidable annual cost these totals do not include, and over five years it can be the larger number.

C-corp return: CT-3 (General Business Corporation Franchise Tax Return)

Electing S-corporation status in New York

New York does not follow the federal S election for its own tax. The corporation is taxed at the entity level regardless. Full New York S-corporation election guide.

Where these numbers come from