Form Nyc-245 Draft - Activities Report Of Business And General Corporations

Instructions

Form NYC-245 - 2015

Page 2

for

This report must be filed by any corporation that has an

5) such other facts that may affect its right to exemp-

maintaining securities in the City for trading pur-

officer, employee, agent, or representative in the City

tion.

poses.

and claims not to be subject to the New York City Gen-

The affidavit must be supplemented by: a copy of the

Under Section 11-603.2 of the Administrative Code, a

eral Corporation Tax. For taxable years beginning in

articles of incorporation or articles of association, a copy

corporation is not considered to be doing business, em-

1996 and thereafter, entities taxable as corporations for

of the bylaws, copies of statements showing the corpo-

ploying capital, owning or leasing property, or main-

federal income tax purposes under IRC §7701 (a) (3)

ration's assets and liabilities and receipts and disburse-

taining an office in New York City by reason of:

and §7704 are considered corporations for purposes of

ments for the most recent year, a photostatic copy of a

the General Corporation Tax. A corporation subject

the maintenance of cash balances with banks or

letter from the United States Treasury Department grant-

to General Corporation Tax cannot use this form; it

trust companies or brokers in the City;

ing the corporation an exemption from federal income

must file a General Corporation Tax Return, Form

taxation and photocopies of federal, state and local tax

b) the ownership of shares of stock or securities kept

NYC-4S, NYC-4S-EZ or NYC-3L. See "Corporations

returns filed by the organization for the three most recent

in the City, if kept in a safe deposit box, safe, vault

Subject to Tax" below. The filing of this form does not

preceding years.

or other receptacle rented for the purpose, or if

constitute the filing of a return by the corporation

pledged as collateral security, or if deposited with

sufficient to start the running of the limitations pe-

All of the above information should be sent to:

one or more banks or trust companies, or brokers

riod for assessments of tax. To obtain the protection

NYC Department of Finance

who are members of a recognized security ex-

of the limitations period, a General Corporation Tax

Exemption Processing Unit

change, in safekeeping or custody accounts;

Return must be properly filed. A corporation that has

59 Maiden Lane, 20th Floor

ceased doing business in the City during the taxable year

the taking of any action by any such bank or trust

New York, NY 10038

cannot use this form. Such a corporation must file a

company or broker which is incidental to the ren-

There is no prescribed application form and no appli-

final return or request an extension of time to file a final

dering of safekeeping or custodial service to the

cation fee.

return on or before the 15th day after the date that

corporation;

the corporation ceases to be subject to the General

LINE 6

d) the maintenance of an office in the City by one or

Corporation Tax. See Form NYC-EXT and instruc-

If you answer "yes" to any question other than 6h, the

more officers or directors of the corporation who

tions for further information.

corporation may be subject to General Corporation

are not employees of the corporation as long as

A corporation is not required to file this report if it falls

Tax. See "Corporations Subject to Tax" for more in-

the corporation is not otherwise doing business or

under one of the following:

formation. Corporations subject to tax cannot use this

employing capital in the City and does not own

form.

or lease property in the City;

1) the corporation is exempt from the General Cor-

poration Tax under Section 11-603.4 of the Ad-

the keeping of books or records of a corporation

LINE 6g

ministrative Code;

in the City if the books or records are not kept by

If the answer to question 6g is “yes,” state on a rider

employees of the corporation and the corporation

what activities take place elsewhere in New York State

2) the corporation has received a letter from the De-

is not otherwise doing business or employing cap-

that do not also take place in New York City, or other

partment of Finance exempting it from tax as a

ital in the City and does not own or lease property

reasons for filing a State Franchise Tax Report.

nonstock, nonprofit corporation (see instructions

in the City; or

for line 5b below), provided there has been no

LINE 6i

change in its character, activities or federal tax

any combination of the foregoing activities.

If the answer is "yes," see section 11-04(b)(11) of Title

status since the date of that letter;

19 of the Rules of the City of New York for informa-

In addition, a corporation will not be subject to

tion regarding the application of P.L. 86-272 to activ-

the general corporation tax if its sole connection

3) the corporation’s only tie with New York City is

ities in New York City.

with New York City is:

that one or more of the corporation’s officers, em-

ployees, agents or representatives reside in the

(i) the maintenance of a statutory office at the

CORPORATIONS SUBJECT TO TAX

City or come into the City infrequently in connec-

address of its registered agent or the main-

A corporation subject to General Corporation Tax

tion with isolated transactions of the corporation;

tenance of a mailing address; or

cannot use this form; it must file either Form NYC-

4S, NYC-4S-EZ or NYC-3L. Section 11-603.1 of the

4) the corporation is a Real Estate Mortgage Invest-

(ii) the mere ownership of shares of stock of

Administrative Code provides that a corporation is

ment Conduit (REMIC); or

corporations doing business in the City.

subject to tax if it is:

5) the corporation is exempt from Federal income tax

Under Administrative Code Section 11-603.2(a) for

1) doing business in New York City,

under IRC section 501(c)(2) or (25).

years beginning after 1997, a corporation organized

under the laws of a country other than the United States

2) employing capital in New York City,

WHEN TO FILE

is not considered to be doing business, etc. in the City

Any corporation required to file this report must do so

3) owning or leasing property in New York City, in

if its activities in the City are limited solely to invest-

annually, on or before March 15th if it reports on a cal-

a corporate or organized capacity, or

ing or trading in stocks, securities or commodities for

endar year basis for federal income tax purposes, or on

its own account within the meaning of the Internal

4) maintaining an office in New York City.

or before the 15th day of the 3rd month following the

Revenue Code §864(b)(2)(A) or §864(b)(2)(B).

close of its fiscal year if it reports on a fiscal year basis.

The term “doing business” is used in a comprehensive

NOTE: For additional guidance concerning what ac-

sense and includes all activities that occupy the time or

LINE 5b

tivities constitute "doing business," "employing capi-

labor of people for profit. Regardless of the nature of its

Every corporation claiming exemption from General

tal," "owning or leasing property," and "maintaining an

activities, every corporation organized for profit and car-

Corporation Tax as a nonstock, nonprofit corporation

office" in New York City, see Sections 11-03 and 11-06

rying out any of the purposes of its organization is

(except for corporations exempt from federal income

of Title 19 of the Rules of the City of New York. For ad-

deemed to be “doing business” for the purpose of the

tax under IRC Section 501(c)(2) and (25)) must apply

ditional information concerning corporations not sub-

tax. In determining whether a corporation is doing busi-

for an exemption from the Department of Finance by

ject to tax, see Section 11-04 of those rules and

ness, it is immaterial whether its activities actually result

submitting an application for exemption containing an

Administrative Code Section 11-603.

in a profit or a loss.

affidavit setting forth the following information about

REFUNDS: If a corporation has previously paid tax or

The term “employing capital” includes any of a large

the corporation:

made estimated tax payments for the taxable year and is

variety of uses, which may overlap other categories

1) the purposes for which it is organized,

filing this form disclaiming liability for those taxes, the

and give rise to taxable status. In general, the use of

2) its actual activities,

corporation should file a refund claim and attach this

assets instrumental in maintaining or aiding the cor-

form to that claim.

porate enterprise or activity in the City will create lia-

3) the source and disposition of its income,

bility. Employing capital includes activities such as:

4) whether any of its income is credited to surplus or

may inure to any private stockholder or individual,

maintaining stockpiles of raw materials or in-

and

ventories; and

Form Nyc-245 Draft - Activities Report Of Business And General Corporations - 2015 Page 2

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