New York Laws
Article 2 - Formation
206 - Affidavits of Publication.

(b)(1) A limited liability company which was formed prior to the
effective date of this subdivision and which complied with the
publication and filing requirements of this section as in effect prior
to such effective date shall not be required to make any publication or
republication or any filing under subdivision (a) of this section, and
shall not be subject to suspension pursuant to this section.
(2) Within twelve months after the effective date of this subdivision,
a limited liability company, which was formed prior to such effective
date, and which did not comply with the publication and filing
requirements of this section as in effect prior to such effective date,
shall publish a copy of its articles of organization or a notice
containing the substance thereof in the manner required (other than the
one hundred twenty day period) by this section as in effect prior to
such effective date and file proof of such publication, consisting of
the certificate of publication of the limited liability company with the
affidavits of publication of the newspapers annexed thereto, with the
department of state.
(3) If a limited liability company that is subject to the provisions
of paragraph two of this subdivision fails to file the required proof of
publication with the department of state within twelve months after the
effective date of this subdivision, its authority to carry on, conduct
or transact any business in this state shall be suspended, effective as
of the expiration of such twelve month period.
(4) The failure of a limited liability company that is subject to the
provisions of paragraph two of this subdivision to fully comply with the
provisions of said paragraph two or the suspension of such limited
liability company's authority to carry on, conduct or transact any
business in this state pursuant to paragraph three of this subdivision
shall not impair or limit the validity of any contract or act of such
limited liability company, or any right or remedy of any other party
under or by virtue of any contract, act or omission of such limited

liability company, or the right of any other party to maintain any
action or special proceeding on any such contract, act or omission, or
right of such limited liability company to defend any action or special
proceeding in this state, or result in any member, manager or agent of
such limited liability company becoming liable for the contractual
obligations or other liabilities of the limited liability company.
(5) If, at any time following the suspension of a limited liability
company's authority to carry on, conduct or transact business in this
state, pursuant to paragraph three of this subdivision, such limited
liability company shall cause proof of publication in substantial
compliance with the provisions (other than the one hundred twenty day
period) of subdivision (a) of this section, consisting of the
certificate of publication of the limited liability company with the
affidavits of publication of the newspapers annexed thereto, to be filed
with the department of state, such suspension of such limited liability
company's authority to carry on, conduct or transact business shall be
annulled.
(6) For the purposes of this subdivision, a limited liability company
which was formed prior to the effective date of this subdivision shall
be deemed to have complied with the publication and filing requirements
of this section as in effect prior to such effective date if (i) the
limited liability company was formed on or after January first, nineteen
hundred ninety-nine and prior to such effective date and the limited
liability company filed at least one affidavit of the printer or
publisher of a newspaper with the department of state at any time prior
to such effective date, or (ii) the limited liability company was formed
prior to January first, nineteen hundred ninety-nine, without regard to
whether the limited liability company did or did not file any affidavit
of the printer or publisher of a newspaper with the secretary of state.
(c) The information in a notice published pursuant to this section
shall be presumed to be in compliance with and satisfaction of the
requirements of this section.