The New York Certificate of Change is a short paper form filed with the Department of State’s Division of Corporations to update a business entity’s service-of-process address, email for electronic service, registered agent, or county of office. The fee is $30 for corporations and LLCs and $5 for limited partnerships, and filing is by mail to Albany. One thing it will not do: update your records with the New York Department of Taxation and Finance, which is a separate agency with a separate database.
What the Certificate of Change Can and Cannot Update
Under Business Corporation Law Section 805-A and Limited Liability Company Law Section 211-A, the form covers a narrow set of administrative updates:1New York State Senate. New York Code BSC 805-A – Certificate of Change; Contents
- The post office address where the Secretary of State forwards legal process served on your entity.
- The email address on record for notice of electronically served process (add, change, or remove).
- The registered agent — designating a new one, revoking an existing one, or updating the agent’s address.
- The county where your entity’s office is located, but only when the entity itself files the certificate. A registered agent filing on the entity’s behalf cannot change the county.
You cannot use this form to change your entity’s legal name. Corporations cannot use it to change the number of authorized shares. Those changes require a Certificate of Amendment, which is a separate and more involved process.
One related point worth knowing: the Biennial Statement that corporations and LLCs file every two years lets you update certain addresses, but it cannot amend your service-of-process address.2New York Department of State. Biennial Statements for Business Corporations and Limited Liability Companies If that address is out of date, waiting for the next biennial cycle will not fix it.
Pick the Right Version of the Form
The Department of State publishes separate Certificate of Change forms for each entity type — domestic corporation, foreign corporation, domestic LLC, foreign LLC, limited partnership, and so on — and separate versions for filings made by the entity itself versus filings made by a registered agent updating its own address. Download the form that matches your situation from dos.ny.gov. Using the wrong version is a common cause of rejection.
Filling Out the Form
The form is usually a single page, but the Division of Corporations will reject it if the identifying details don’t match its records exactly.
- Enter the entity’s legal name precisely as the Department of State has it. A missing comma or “Inc.” versus “Incorporated” can trigger a rejection. Verify through the DOS entity search at dos.ny.gov before you file.3Department of State. Certificate of Change for Domestic Business Corporations
- Provide the date of incorporation for corporations, or the date the articles of organization were filed for LLCs. This also has to match state records.4New York Department of State. Certificate of Change for Domestic Limited Liability Companies
- Complete only the fields you are actually changing. Service-of-process addresses must be a full street address, not a P.O. box. A registered agent designation needs the agent’s full name and New York street address.
- Sign the form. For a corporation, that means an officer or director; for an LLC, a member or manager; for an agent-filed version, the agent. Include the signer’s printed name, title, and date.
Type or print everything in black ink. The Division digitally images filings, and anything illegible or in pencil risks rejection.
Filing Fees and Payment
- Business corporations, domestic and foreign: $30.3Department of State. Certificate of Change for Domestic Business Corporations
- Limited liability companies, domestic and foreign: $30.4New York Department of State. Certificate of Change for Domestic Limited Liability Companies
- Limited partnerships: $5.5New York Department of State. Certificate of Change (by Agent) for Domestic Limited Partnership
Make checks and money orders payable to the “Department of State.” You can also pay by MasterCard, Visa, or American Express by completing the Division’s Credit Card/Debit Card Authorization Form and including it in the envelope. If the payment doesn’t match the required fee exactly, the whole package comes back unprocessed.
Where to Send It
Mail the completed form and payment to:
New York Department of State
Division of Corporations
One Commerce Plaza
99 Washington Avenue
Albany, NY 12231
The Certificate of Change cannot be filed electronically or through the NY Business Express portal. Paper mail is the only option. Standard processing depends on the Division’s workload, and most filers receive a filing receipt within a few weeks.
Expedited Processing
If you need faster turnaround, the Division offers three tiers of expedited handling for an additional fee:6New York Department of State. Expedited Handling Services for Division of Corporations
- Within 24 hours: $25 extra. Submit between 9:00 a.m. and 4:00 p.m.; weekends and holidays don’t count toward the window.
- Same business day: $75 extra. Submit by 12:00 p.m.
- Within 2 hours: $150 extra. Must be hand-delivered or faxed by 2:30 p.m.
The expedited fee is non-refundable even if the Division rejects the filing, so check the form carefully before sending it.
Update the Tax Department Separately
The Department of State does not share Certificate of Change filings with the New York Department of Taxation and Finance. If your business address has changed, update the Tax Department on your own, either through your Business Online Services account or by filing paper Form DTF-96 (Report of Address Change for Business Tax Accounts).7New York State Department of Taxation and Finance. Change Your Business Address Online For changes beyond an address — a new responsible person or a change in business activity — use Form DTF-95 (Business Tax Account Update) instead.8New York State Department of Taxation and Finance. Report of Address Change for Business Tax Accounts (DTF-96)
What Happens If You Don’t Keep the Address Current
When someone sues your business in New York, process is typically served through the Secretary of State, who then mails it to the address on file. If that address is stale, you won’t see the papers, but the service is still legally valid. Courts have refused to set aside default judgments in these situations, treating an accurate process address as the business’s own responsibility.
A default judgment means the court rules against your business without hearing your side, and depending on the claim that can mean a substantial monetary award, injunctive relief, or both. For a $30 form and a few minutes at the printer, the Certificate of Change is cheap protection against that outcome.