N.Y. Laws » CHAPTER Business Corporation / ARTICLE Corporate Name and Service of Process
New York Consolidated Laws

N.Y. Business Corporation Law § 304 (2026)

Statutory designation of secretary of state as agent for service of process

✓ current as of May 2026
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§ 304. Statutory designation of secretary of state as agent for service
         of process.
  (a) The secretary of state shall be the agent of every domestic
corporation and every authorized foreign corporation upon whom process
against the corporation may be served.
  (b) No domestic or foreign corporation may be formed or authorized to
do business in this state under this chapter unless in its certificate
of incorporation or application for authority it designates the
secretary of state as such agent.
  (c) Any designation by a domestic or a foreign corporation of the
secretary of state as such agent, which designation is in effect on the
effective date of this chapter, shall continue. Every domestic or
foreign corporation, existing or authorized on the effective date of
this chapter, which has not designated the secretary of state as such
agent, shall be deemed to have done so. Any designation prior to the
effective date of this chapter by a foreign corporation of an agent
other than the secretary of state shall terminate on the effective date
of this chapter.
  (d) Any designated post office address to which the secretary of state
shall mail a copy of process served upon him or her as agent of a
domestic corporation or a foreign corporation, shall continue until the
filing of a certificate or other instrument under this chapter directing
the mailing to a different post office address and any designated email
address to which the secretary of state shall email notice of the fact
that process has been electronically served upon him or her as agent of
a domestic corporation or foreign corporation shall continue until the
filing of a certificate or other instrument under this chapter changing
or deleting the email address.
Notes of Decisions
Cited in 21 cases (1 in the last 5 years), 1974–2025 · leading case: Polansky v. Gelrod, 20 A.D.3d 663 (N.Y. App. Div. 2005).
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Polansky v. Gelrod, 20 A.D.3d 663 (N.Y. App. Div. 2005). “Unlike business corporations, which are deemed to designate the Secretary of State as their agent for service and consent to personal jurisdiction when they register to do business in the state (see Business Corporation Law § 304; Augsbury Corp.”
City of New York v. Pullman Inc., 477 F. Supp. 438 (S.D.N.Y. 1979). “N.Y. Business Corporation Law § 304 (McKinneys 1963).”
Benefits By Design Corp. v. Contractor Mgmt. Servs., LLC, 75 A.D.3d 826 (N.Y. App. Div. 2010). “To establish general jurisdiction over defendant, a foreign corporation not licensed to do business in New York (see Business Corporation Law § 304), CPLR 301 requires plaintiffs to show that defendant “engaged in such a continuous and systematic course of doing business here as…”
Hyman v. Schwartz, 114 A.D.3d 1110 (N.Y. App. Div. 2014). “Supreme Court found that service was effectuated upon the law firm by delivery of the summons with notice to Schwartz as an officer/director (see CPLR 311 [a] [1]; Vincent C. Alexander, Practice Commentaries, McKinney’s Cons Laws of NY, Book 7B, CPLR C311:l at 359).”
Horizon Mktg. v. Kingdom Int'l Ltd., 244 F. Supp. 2d 131 (E.D.N.Y 2003). “23, 1996); see also N.Y. Business Corporation Law § 304 . Such designation “has been equated with a form of constructive consent to personal jurisdiction.”
Camacho v. New York City Transit Auth., 115 A.D.2d 691 (N.Y. App. Div. 1985). “, 174 Misc 1002 ) and jurisdiction over the corporation may be obtained through service upon the Secretary of State (Business Corporation Law § 304; Laurendi v Cascade Dev.”
Muollo v. Crestwood Vill., Inc., 155 A.D.2d 420 (N.Y. App. Div. 1989). “It is true that a foreign corporation is deemed to have consented to personal jurisdiction over it when it registers to do business in New York and appoints the Secretary of State to receive process for it pursuant to Business Corporation Law §§ 304 and 1304 (see, Augsbury v…”
Spearing v. Manhattan Oil Transp. Corp., 375 F. Supp. 764 (S.D.N.Y. 1974). “(See CPLR § 318; Business Corporation Law §§ 304, 305, McKinney’s Consol.”
Amelius v. Grand Imperial LLC, 57 Misc. 3d 835 (N.Y. Sup. Ct. 2017). “Indeed, the City sets forth no argument in the papers that Yelp’s contacts with New York are so continuous and systematic that it is essentially at home here. This leaves only one possible basis for jurisdiction: Yelp’s registration to do business here.”
People v. New York Paving, Inc., 155 Misc. 2d 934 (N.Y. City Crim. Ct. 1992). · cites it 2× “The People argue that the Secretary of State is an agent authorized by law to receive service of process for New York corporations pursuant to Business Corporation Law § 304 which provides, in pertinent part: "(a) The secretary of state shall be the agent of every domestic * * *…”
Gajdos v. Haughton Elevator, 109 A.D.2d 729 (N.Y. App. Div. 1985). “Based upon the record and particularly in view of the above facts, wé find that Reliance was never served with process and that jurisdiction was, therefore, never acquired over it (see, CPLR 301, 302, 311, 313; see also, Business Corporation Law §§ 304, 305, 307; McDonald v Ames…”
Prudential Sec. Inc. v. Warsh, 214 A.D.2d 739 (N.Y. App. Div. 1995). “(hereinafter the NASD) by delivering the demand to the Secretary of State (see, Business Corporation Law §§ 304, 306). The Secretary of State sent the demand to CT Corporation Systems (hereinafter CT), Prudential’s registered agent for service of process (see, Business…”
Show all 21 citing cases →
N.Y. Business Corporation Law § 304(b): 1 case
Aybar v. Aybar, 2019 NY Slip Op 412 (N.Y. App. Div. 2019).
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