New York law
Business Laws in New York.
New York is a leading jurisdiction for commercial and corporate law. New York has adopted the Business Corporation Law (BCL) and the Limited Liability Company Law (LLCL). New York has adopted the UCC. New York noncompete enforceability applies the BDO Seidman three-prong test, and a proposed statewide noncompete ban (SB S3100A) was vetoed in 2023 but remains under legislative consideration. The New York Supreme Court Commercial Division (created 1995) is a nationally recognized specialized business court with judges handling complex commercial cases. New York law is the most commonly chosen choice-of-law for commercial contracts in the U.S.
Last verified: 2026-04-17
State law
Key New York Statutes
Governs formation, governance, mergers, dissolutions, and shareholder rights of New York for-profit corporations.
Governs formation, operating agreements, management, and dissolution of LLCs.
Noncompetes enforceable only if (1) no greater than required for legitimate employer interests; (2) not imposing undue hardship on employee; and (3) not injurious to the public. Courts may blue-pencil. Healthcare-specific noncompete restrictions apply.
New York's adoption of the UCC governing sales of goods, leases, negotiable instruments, secured transactions, and related commercial matters.
Specialized Commercial Division with dedicated judges hears complex commercial cases meeting monetary and subject-matter thresholds. Operates in multiple counties including NY, Kings, Queens, Bronx, Westchester, Nassau, Suffolk, Erie, and others.
Permits contracting parties to any transaction of at least $250,000 to choose New York law as governing law regardless of reasonable relationship — making New York a preferred choice-of-law jurisdiction for commercial contracts.
State law
Official Sources
Not Legal Advice
This page summarizes publicly available statutes and rules for informational purposes only. It does not constitute legal advice, and no attorney-client relationship is created by viewing this content. Laws change — always verify with the primary source or consult a licensed attorney in New York.
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