My accountant was not in the office but I spoke to him on the phone.
He said when one forms a corporation, one files with the “Secretary of the State” and that address stays there forever (but he did not seem to be 100% certain and will check into the matter tomorrow when he is back in the office).
However he did not seemed to be overly concerned as he said that he has not seen the Biannual Forms in years, not only not for my corporation but also not for other corporations either.
Maybe it would help your accountant to have a copy of the relevant law? http://codes.lp.findlaw.com/nycode/BSC/4/408
N.Y. BSC. LAW § 408 : NY Code - Section 408: Biennial statement; filing
Search N.Y. BSC. LAW § 408 : NY Code - Section 408: Biennial statement; filing
1. Each domestic corporation, and each foreign corporation authorized
to do business in this state, shall, during the applicable filing period
as determined by subdivision three of this section, file a statement
(a) The name and business address of its chief executive officer.
(b) The street address of its principal executive office.
(c) The post office address within or without this state to which the
secretary of state shall mail a copy of any process 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. Such statement shall be made on forms prescribed by the secretary
of state, and the information therein contained shall be given as of the
date of the execution of the statement. Such statement shall only
request reporting of information required under paragraph one of this
section. It shall be signed and delivered to the department of state.
3. For the purpose of this section the applicable filing period for a
corporation shall be the calendar month during which its original
certificate of incorporation or application for authority were filed or
the effective date thereof if stated. The applicable filing period shall
only occur: (a) annually, during the period starting on April 1, 1992
and ending on March 31, 1994; and (b) biennially, during a period
starting on April 1 and ending on March 31 thereafter. Those
corporations that filed between April 1, 1992 and June 30, 1994 shall
not be required to file such statements again until such time as they
would have filed, had this subdivision not been amended.
4. The provisions of subdivision eleven of section ninety-six of the
executive law and paragraph (g) of section one hundred four of this
chapter shall not be applicable to filings pursuant to this section.
5. The provisions of this section and section 409 of this article
shall not apply to a farm corporation. For the purposes of this
subdivision, the term "farm corporation" shall mean any domestic
corporation or foreign corporation authorized to do business in this
state under this chapter engaged in the production of crops, livestock
and livestock products on land used in agricultural production, as
defined in section 301 of the agriculture and markets law.
6. No such statement shall be accepted for filing when a certificate
of resignation for receipt of process has been filed under section three
hundred six-A of this chapter unless the corporation has stated a
different address for process which does not include the name of the
party previously designated in the address for process in such
7. A domestic corporation or foreign corporation may amend its
statement to change the information required by subdivisions (a) and (b)
of paragraph one of this section. Such amendment shall be made on forms
prescribed by the secretary of state. It shall be signed and delivered
to the department of state.
What is a Biennial Statement for a Business Corporation or Limited Liability Company?
Domestic and foreign business corporations are required by Section 408 of the Business Corporation Law to file a Biennial Statement every two years with the New York Department of State. The Biennial Statement must set forth: (i) the name and business address of its chief executive officer, (ii) the street address of its principal executive office and (iii) the address to which the New York Secretary of State shall forward copies of process accepted on behalf of the corporation
. The Biennial Statement form is provided by the New York Department of State. Not-for-profit corporations are not required to file Biennial Statements.
Domestic and foreign limited liability companies (LLCs) are required by Section 301(e) of the Limited Liability Company Law to file a Biennial Statement every two years with the New York Department of State setting forth the address to which the New York Secretary of State shall mail a copy of any process accepted on its behalf. The Biennial Statement form is provided by the New York Department of State.
Why should I file a Biennial Statement?
A corporation or LLC that fails to file its Biennial Statement will be reflected in the New York Department of State’s records as past due in the filing of its Biennial Statement. Any Certificate under Seal or status letter obtained from the New York Department of State will reflect that the corporation or LLC is past due in the filing of its Biennial Statement. This may prevent the corporation or LLC from completing certain business transactions.
Litigation with corporations and LLCs is often initiated by the service of process on the New York Secretary of State as agent of the corporation or LLC. The New York Department of State is required to send a copy of such process to the corporation or LLC at the post office address on file for service of process. Many companies move their location and neglect to notify the New York Department of State. Filing a Biennial Statement affords a corporation or LLC the opportunity of updating their address for service of process and avoiding the possibility of a default judgement.
Where do I get the form for filing a Biennial Statement?
The Biennial Statement is made on forms provided by the New York Department of State. You may only use the forms provided by the New York Department of State.For business corporations, the Biennial Statement is automatically mailed to the address of the principal executive office or, if none is listed, the form is mailed to the address for service of process. The Biennial Statement is mailed one month prior to its due date.
For LLCs, the Biennial Statement is automatically mailed to the address for service of process. The Biennial Statement is mailed to the LLC one month prior to its due date.
If you have not received a Biennial Statement, please contact the Statement Unit of the New York Department of State’s Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231-0002 to request a copy. You may also contact the Statement Unit by fax at (518) 486-4680 or by E-mail. Your request must include the exact name of the corporation or LLC and its date of formation or authorization.