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Notice Regarding Conveyances with LLCs as Grantors or Grantees

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NEW YORK
WARRANTY DEED
[Limited Liability Company to Corporation]

Control Number: NY-033-78

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II. DISCLAIMER

These materials were developed by U.S. Legal Forms, Inc. based upon statutes and forms for the State of New York. All information and Forms are subject to this Disclaimer:

All forms in this package are provided without any warranty, express or implied, as to their legal effect and completeness. Please use at your own risk. If you have a serious legal problem, we suggest that you consult an attorney in your state. U.S. Legal Forms, Inc. does not provide legal advice. The products offered by U.S. Legal Forms (USLF) are not a substitute for the advice of an attorney.

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WARRANTY DEED
[LLC to Corporation]

THIS DEED, made the day of ,

BY AND BETWEEN:

a limited liability company, Grantor

and

a corporation, Grantee

WITNESSETH, that Grantor, in consideration of Ten Dollars and other valuable consideration paid by the Grantee, does hereby grant and release unto the Grantee and Grantee's successors and assigns of the Grantees forever,

ALL that certain plot, piece or parcel of land, with the buildings and improvements thereon erected, situate, lying and being more particularly described as:

Legal Description Attached as Exhibit A incorporated by reference as though set forth in full

Legal Description:

TOGETHER with all right, title and interest, if any, of the Grantor of, in and to any streets and roads abutting the above described premises to the center lines thereof; TOGETHER with the appurtenances and all the estate and rights of the Grantor in and to said premises; TO HAVE AND TO HOLD the premises herein granted unto the Grantee, the successors and assigns of the Grantee forever.

The Grantor, in compliance with Section 13 of the Lien Law, covenants that the Grantor will receive the consideration for this conveyance and will hold the right to receive such consideration as a trust fund to be applied first for the purpose of paying the cost of the improvement and will apply the same first to the payment of the cost of the improvement before using any part of the total of the same for any other purpose.

The Grantor further covenants as follows: that said Grantor is seized of the said premises in fee simple, and has good right to convey the same; that the Grantee shall quietly enjoy the said premises; that the said premises are free from encumbrances, except as aforesaid; that the Grantor will execute or procure any further necessary assurance of the title to said premises; and that said Grantor will forever warrant the title to said premises.

The word “party” shall be construed as if it read “parties” whenever the sense of this indenture so requires.

IN WITNESS WHEREOF, said Grantor has caused its name to be hereunto subscribed by its managing member this the day of ,

By

Its:

Type or Print Name

CERTIFICATE OF ACKNOWLEDGMENT

Individual Capacity Within the State of New York for Real Property

State of

County of

On the day of in the year

before me, the undersigned, personally appeared personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to the that he he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

Signature and Office of Person Taking Acknowledgement

Individual Capacity Outside the State of New York for Real Property

State of

County of

On the day of in the year

before me, the undersigned, personally appeared personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to the that he he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument and that such individual made such appearance before the undersigned in the

(insert the city or other political subdivision and the State or country or other place the acknowledgement was taken).

Signature and Office of Person Taking Acknowledgement

EXHIBIT A

Grantor:

Grantee:

Legal Description:

Enter text

What this notice is and when it applies

The Notice Regarding Conveyances with LLCs as Grantors or Grantees is a written declaration used when a limited liability company either transfers real property or receives property as a grantee. It identifies the LLC, the authorized signing person or authority (member, manager, or officer), and any supporting corporate records needed to validate the conveyance. The notice helps recording offices, title companies, and counter-parties confirm that the LLC has properly authorized the transfer, and it typically accompanies deeds, assignments, and other conveyance instruments to reduce recording rejection and title defects.

Why accurate notice matters for LLC conveyances

A clear notice reduces the risk of recording rejections, title defects, and post-closing disputes by confirming entity identity and signer authority. It provides a concise package for recorders and title insurers and streamlines due diligence when LLCs act as grantors or grantees.

Why accurate notice matters for LLC conveyances

Typical parties who prepare or rely on this notice

Each stakeholder uses the notice to reduce ambiguity, accelerate recording, and support title insurance underwriting decisions.

  • Title companies and escrow agents verifying chain of title and recording documents.
  • LLC managers, members, or authorized officers executing conveyances or approving transfers.
  • Real estate attorneys and settlement agents assembling documentation for closing and recording.

Step-by-step: completing the notice

Follow these sequential steps to prepare and deliver a compliant notice for an LLC conveyance.

  • 01
    Prepare Notice: Populate LLC identity, legal description, and effective date.
  • 02
    Verify Authority: Attach operating agreement, resolution, or formation record authorizing signer.
  • 03
    Sign and Notarize: Signer executes; obtain notarization consistent with county requirements.
  • 04
    Deliver for Recording: Submit notice with deed to county recorder or title company for indexing.

Key elements to include in a professional notice

A complete notice groups the facts and evidence a recorder or title examiner needs to accept a conveyance involving an LLC.

Entity Identification

Provide the LLC's full legal name, assumed names (DBAs), state of formation, and registration or file number to ensure accurate public-record retrieval and to avoid name confusions during indexing.

Authority Evidence

Attach or cite the LLC operating agreement, member resolution, certificate of authority, or other written authorization that shows the signer has authority to convey property on the LLC's behalf.

Authorized Signer

State the signer's printed name, title (manager, member, authorized agent), and the document or resolution that grants signature authority; include a signature block and date.

Property Description

Insert the complete legal description exactly as it appears in the prior recorded instrument to prevent ambiguity and ensure correct parcel identification by the county recorder.

Notarization and Witness

Include a notary acknowledgment formatted to the county's requirements; add witness information where the jurisdiction or document type requires witnesses for deeds.

Recording Instructions

Specify the county recorder, return address for the recorded instrument, and any special indexing instructions to expedite recording and retrieval.

Security and compliance checklist for electronic notices

Encryption: TLS 1.2/1.3; AES-256 at rest
Authentication: Email, SMS code, or advanced methods
Audit Trail: Timestamps, IP, action history
ESIGN/UETA: Compliant with federal and state law
HIPAA: BAA required for PHI workflows
Access Controls: Role-based permissions and SSO

Common preparation errors to avoid

  • Using an informal or shortened LLC name that differs from the formation record, which can cause the recorder to reject or mis-index the conveyance.
  • Failing to attach or cite the operating agreement or member resolution proving signing authority, leading title underwriters to require additional proof.
  • Omitting the precise recorded legal description; generalized descriptions often result in clerical rejections or misapplication to the wrong parcel.
  • Notarization that does not follow county requirements or missing witness signatures when the jurisdiction mandates them, delaying recording.

Risks and consequences of incorrect or missing notices

Invalid Conveyance: Conveyance may be voided.
Recording Rejection: County may refuse recordation.
Title Defect: Title insurance claims possible.
Tax Withholding: Withholding obligations may arise.
Liability Exposure: Director/member disputes or damages.
Fraud Allegations: Improper signatures can trigger fraud claims.

Configuring an online workflow for the notice

Set up an electronic workflow that ensures required fields, signer authentication, and supporting attachments are enforced before submission.

Field Configuration
Required Fields Make LLC name, legal description, and signer fields mandatory
Authentication Enable email verification or SMS code for signer identity
Conditional Logic Show signature block only when authorized signer selected
Attachments Require upload of formation record or resolution

Where to send the notice and how recording typically proceeds

Deliver the notice together with the primary conveyance instrument following local recorder and title company practices.

  • Package Preparation: Combine notice, deed, and attachments into a recording packet.
  • Sign and Authenticate: Obtain signatures and any required notarization or remote online notary session.
  • Submit to Recorder: Send to county recorder or title company per local instructions.
  • Return and Index: Recorder indexes, returns recorded instruments and assigns document numbers.

Comparison: eSignature options for preparing and signing notices

Select an eSignature provider that supports required authentication, notarization workflows, and secure storage. The table compares common plan features and pricing.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes Varies by plan Varies by plan Varies by plan Varies by plan
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Frequently asked questions about LLC conveyance notices

Answers to common questions about authority, notarization, e-signing, and correcting errors when an LLC is a grantor or grantee.


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