No Publication, No Lawsuit: Bronx Supreme Court Dismisses an LLC Plaintiff's Action Under LLC Law § 206

2275 Washington, LLC v Sylvester, Index No. 804879/2025E (Sup Ct, Bronx County, Jan. 16, 2026) (Gray, J.)

By Bikram Singh, Esq. | Singh & Rani LLP

Most New Yorkers sued by a limited liability company never ask whether the LLC is allowed to sue in the first place. They should. In 2275 Washington, LLC v Sylvester, Supreme Court, Bronx County (Erik L. Gray, J.) granted our clients' pre-answer motion and dismissed the complaint because the plaintiff LLC had not complied with the publication requirement of Limited Liability Company Law § 206 when it commenced the action. The case was disposed of in its entirety.

Bikram Singh of Singh & Rani LLP represented the defendants.

The Motion

The plaintiff, 2275 Washington, LLC, commenced the action in March 2025 against Kisha Sylvester, Kaylah Sylvester, and "John Doe" and "Jane Doe." Before answering, we moved to dismiss under CPLR 3211 (a) (3) for lack of legal capacity to sue, among other grounds.

The motion turned on a single, checkable fact: whether the LLC had filed proof of publication with the Department of State.

The Publication Requirement

LLC Law § 206 requires a limited liability company to publish its articles of organization, or comparable specified information, once a week for six successive weeks in two local newspapers designated by the county clerk where the LLC has its principal office. The LLC must then file an affidavit of publication with the Department of State (Small Step Day Care, LLC v Broadway Bushwick Bldrs., L.P., 137 AD3d 1102, 1103 [2d Dept 2016]; Barklee Realty Co. LLC v Pataki, 309 AD2d 310, 311 [1st Dept 2003]).

An LLC that fails to comply is precluded from maintaining any action or special proceeding in New York (Small Step Day Care, 137 AD3d at 1103; LLC Law § 206 [a]).

The Concession — and the Cure Argument

The plaintiff conceded that when it commenced the action in March 2025, no proof of publication was on file with the Department of State.

Its response was that it had since cured the defect, so the motion was moot. For that proposition it relied primarily on Barklee Realty, which described a noncompliant LLC as barred from maintaining an action "unless and until" it complied.

Why the Cure Argument Failed

The Court's answer was textual. The "unless and until" language quoted in Barklee Realty, which some trial courts have continued to rely on, was removed from the statute in 2006 (LLC Law § 206 [a], as amended by L 2005, ch 767, § 3, eff June 1, 2006).

With that language gone, the Court followed Small Step Day Care: because the plaintiff failed to comply with the publication requirements of § 206, it was precluded from bringing this action. The motion was granted and the complaint dismissed.

Takeaways

For defendants sued by an LLC:

• Check the Department of State record first. Whether a certificate of publication was on file when the action began is a matter of public record, and it can end the case before an answer is due.
• Raise capacity early. CPLR 3211 (a) (3) is a pre-answer ground, and the defense can be waived if it is not timely asserted (CPLR 3211 [e]).
• Do not accept "we've fixed it" at face value. A cure argument resting on the old "unless and until" language of Barklee Realty rests on statutory text that no longer exists.

For LLC owners and their counsel:

• Complete publication before you sue. Publication takes six weeks, and the affidavit must then be filed. Build that time in before commencing any action, including a landlord-tenant proceeding.
• Confirm compliance as part of intake. Many LLCs, particularly single-property ownership entities, are formed and never published. A missing certificate is easy to find and expensive to discover after the fact.
• Read the current statute, not the quotation. Case language quoting a superseded version of § 206 is not a reliable guide to what the statute now permits.

A Note on Scope

This is a trial-level decision. It dismissed the complaint for lack of capacity; it did not reach the merits of the plaintiff's claims, and it does not state whether the plaintiff may recommence once it is in compliance. Courts have not treated post-commencement cure uniformly, so practitioners should check current authority in the relevant Department.

Singh & Rani LLP represents tenants, occupants, and property owners in Housing Court, Civil Court, Supreme Court, and on appeal throughout New York City. Bikram Singh represented the defendants in 2275 Washington, LLC v Sylvester. If you have been sued by an LLC, its standing to bring the case is worth a careful look.

Singh & Rani LLP 5 Penn Plaza, 19th Floor New York, NY 10001

Attorney Advertising. This article is for general informational purposes only, does not constitute legal advice, and does not create an attorney-client relationship. Prior results do not guarantee a similar outcome. Each matter turns on its own facts and applicable law.

Related: Published but Never Filed: Brooklyn Housing Court Dismisses LLC Landlord's Holdover Under LLC Law § 206