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ACTIVITIES REPORT OF BUSINESS
-245 AND GENERAL CORPORATIONS
TO BE FILED ONLY BY CORPORATIONS DISCLAIMING LIABILITY FOR TAX.
THE FILING OF THIS REPORT DOES NOT CONSTITUTE THE FILING OF A RETURN
n Business Corporation - File Federal Form 1120,n General Corporation - File Federal Form 1120S
1120C, 1120F, 1120-RIC, 1120-REIT or 1120H
n Check box if the corporation has ceased operations n Check this box if you claim an overpayment. Refund Amount: ___________________$
For CALENDAR YEAR ____________ or FISCAL YEAR beginning _________________________________ and ending _________________________________
Name: Name TAXPAYER’S EMAIL ADDRESS
Change n
In Care of
EMPLOYER IDENTIFICATION NUMBER

Address (number and street): Address
*30812291* Change n
City and State: Zip Code: BUSINESS CODE NUMBER AS PER FEDERAL RETURN

Location of Executive or Main Office:

NYC PRINCIPAL BUSINESS ACTIVITY

Date incorporated ________ -________ -________ under laws of ______________________________________
1. OFFICES AND OTHER PLACES OF BUSINESS IN NEW YORK CITY
LOCATION NATURE OF ACTIVITY DATE ESTABLISHED

2. OTHER OFFICES AND PLACES OF BUSINESS
LOCATION (CITY AND STATE) NATURE OF ACTIVITY DATE ESTABLISHED

3. OFFICERS, AGENTS AND REPRESENTATIVES IN NEW YORK CITY
(Attach a full description of duties for each officer, agent or representative)
NAME RESIDENCE ADDRESS OFFICIAL TITLE

4. Number of employees in New York City ___________________ (give number, titles, and duties of each class on a rider)
5. The corporation is exempt from General Corporation Tax or Business Corporation Tax as
a) an insurance corporation (attach copy of New York State Certificate of Authority)...................................................... 5a. n YES n NO
b) a nonstock, nonprofit organization (see instructions)................................................................................................. 5b. n YES n NO
6. Did the corporation:
a) own or lease real property in New York City? .............................................................................................. 6a. n YES* n NO
b) own or lease tangible personal property in New York City? ........................................................................ 6b. n YES* n NO
c) employ any other assets in New York City?................................................................................................. 6c. n YES* n NO
d) own merchandise located in New York City for sale?.................................................................................. 6d. n YES* n NO
e) own assets located in New York City which are leased to others?.............................................................. 6e. n YES* n NO
f) perform any construction, erection, installation or repair work or other services in New York City?............ 6f. n YES* n NO
g) file a New York State Franchise Tax Report? If "Yes," attach a copy of report. ........................................... 6g. n YES n NO
h) regularly solicit business by representatives going into New York City? ..................................................... 6h. n YES* n NO
i) participate in a partnership or joint venture doing business in New York City? ........................................... 6i. n YES* n NO
j) derive receipts from activity in New York City? (see instructions)................................................................ 6j. n YES n NO
* If "Yes," attach schedule giving full details.
CERTIFICATION OF AN ELECTED OFFICER OF THE CORPORATION
I hereby certify that this report, including any accompanying rider, is, to the best of my knowledge and belief, true, correct and complete.

Signature of Officer: Title: Date:

ALL RETURNS EXCEPT REFUND RETURNS RETURNS CLAIMING REFUNDS ENTER YOUR CORRECT
NYC DEPT. OF FINANCE, GENERAL CORPORATION TAX NYC DEPT. OF FINANCE, GENERAL CORPORATION TAX EMPLOYER IDENTIFICATION
P.O. BOX 5564, BINGHAMTON, NY 13902-5564 P.O. BOX 5563, BINGHAMTON, NY 13902-5563 NUMBER
30812291 NYC-245 2022

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Instructions for Form NYC-245 - 2022                                                                                                       Page 2

This report must be filed by any corporation      WHEN TO FILE                                        There is no prescribed application form and no 
that has an officer, employee, agent, or repre-   Any S corporation required to file this report      application fee. 
sentative in the City and claims not to be sub-   must do so annually, on or before March 15th if      
ject to the New York City General Corporation     it reports on a calendar year basis for federal in- LINE 6 
Tax or Business Corporation Tax.  For taxable     come tax purposes, or on or before the 15th day     If you answer "yes" to any question, the corpo-
years beginning in 1996 and thereafter, entities  of the 3rd month following the close of its fis-    ration may be subject to General Corporation 
taxable as corporations for federal income tax    cal year if it reports on a fiscal year basis.      Tax or Business Corporation Tax.  See "Corpo-
purposes under IRC §7701(a)(3) and §7704 are                                                          rations Subject to Tax" for more information.  
considered corporations for purposes of the       Any C corporation required to file this report      Corporations subject to tax cannot use this 
General Corporation Tax.  A corporation sub-      must do so annually, on or before April 15th if     form. 
ject to General Corporation Tax or Business       it reports on a calendar year basis for federal in-  
Corporation  Tax cannot use this form; it         come tax purposes, or on or before the 15th day     LINE 6g 
must file a General Corporation  Tax return,      of the 4th month following the close of its fis-    If the answer to question 6g is “yes,” state on a 
Form NYC-4S, NYC-4S-EZ or NYC-3L or a             cal year if it reports on a fiscal year basis.      rider what activities take place elsewhere in 
Business Corporation Tax return, Form NYC-2                                                           New York State that do not also take place in 
or NYC-2S.  See "Corporations Subject to Tax"     LINE 5b                                             New York City, or other reasons for filing a 
below.  The filing of this form does not con-     Every corporation claiming exemption from           State Franchise Tax Report. 
stitute the filing of a return by the corpora-    General Corporation Tax or Business Corpora-         
tion sufficient to start the running of the       tion Tax as a nonstock, nonprofit corporation       LINE 6h 
limitations period for assessments of tax.  To    (except for corporations exempt from federal        If the answer is "yes," see section 11-04(b)(11) 
obtain the protection of the limitations pe-      income tax under IRC Section 501(c)(2) and          of Title 19 of the Rules of the City of New York 
riod, a General Corporation Tax return or         (25) must apply for an exemption from the De-       for information regarding the application of P.L. 
Business Corporation Tax return must be           partment of Finance by submitting an applica-       86-272 to activities in New York City. 
properly filed.  A corporation that has ceased    tion for exemption containing an affidavit           
doing business in the City during the taxable     setting forth the following information about       LINE 6j 
year cannot use this form.  Such a corporation    the corporation:                                    This question is only applicable to C corpora-
must file a final return or request an extension                                                      tions.  The term “deriving receipts from activ-
of time to file a final return on or before the   1) the type of organization;                        ity” in New  York City is defined in 
15th day after the date that the corporation                                                          Administrative Code section 11-653(1) and dis-
ceases to be subject to the General Corpora-      2) the purposes for which it is organized;          cussed below.  Note that if a C corporation is a 
tion Tax or Business Corporation Tax.    See                                                          partner in a partnership that is deriving receipts 
Form NYC-EXT and instructions for further in-     3)  a description of its actual activities;         from activity in New York City, it may be sub-
formation.                                                                                            ject to tax. 
                                                  4) the source and disposition of its income;         
A corporation is not required to file this report                                                     CORPORATIONS SUBJECT TO TAX  
if it falls under one of the following:           5) whether any of its income is credited to sur-     
                                                    plus or may inure to any private stockholder      A corporation subject to General Corpora-
1) the corporation is exempt from the General       or individual; and                                tion Tax  or Business Corporation Tax can-
 Corporation Tax under Section 11-603.4 or                                                            not use this form; it must file either Form 
 the Business Corporation Tax under Sec-          6)  such other facts that may affect its right to   NYC-4S, NYC-4S-EZ or NYC-3L (GCT) or 
 tion 11-653(4) of the Administrative Code;         exemption.                                        Form NYC-2 or Form NYC-2S (Business Cor-
                                                                                                      poration Tax).  Sections 11-603.1 and 11-653(1) 
2) the corporation has received a letter from     The affidavit must be supplemented by:         a    of the Administrative Code provide that a cor-
 the Department of Finance exempting it           copy of the articles of incorporation or articles   poration is subject to tax if it is: 
 from tax as a nonstock, nonprofit corpora-       of association, a copy of the bylaws, copies of       
 tion   (see instructions for line 5b below),     statements showing the corporation's assets and     1) doing business in New York City; 
 provided there has been no change in its         liabilities and receipts and disbursements for        
 character, activities or federal  tax status     the most recent year, a photostatic copy of a let-  2) employing capital in New York City; 
 since the date of that letter;                   ter from the United States Treasury Department        
                                                  granting the corporation an exemption from          3) owning or leasing property in New York 
3) the corporation’s only tie with New York       federal income taxation and photocopies of fed-       City, in a corporate or organized capacity;   
 City is that one or more of the corporation’s    eral, state and local tax returns filed by the or-    
 officers, employees, agents or representa-       ganization for the three most recent preceding      4)  maintaining an office in New York City; or 
 tives reside in the City or come into the        years.                                               
 City infrequently in connection with iso-                                                            5) in the case of a C corporation, deriving re-
 lated transactions of the corporation;           All of the above information should be sent to:       ceipts from activity in New York City. 
4) the corporation is a Real Estate Mortgage                                                            
 Investment Conduit (REMIC); or                        NYC Department of Finance                      The term “doing business” is used in a com-
                                                       Exemption Processing Unit                      prehensive sense and includes all activities that 
5) the corporation is exempt from Federal in-          59 Maiden Lane, 20th Floor                     occupy the time or labor of people for profit. 
 come tax under IRC section 501(c)(2) or               New York, NY  10038                            Regardless of the nature of its activities, every 
 (25).                                                                                                corporation organized for profit and carrying

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Instructions for Form NYC-245 - 2022                                                                                                         Page 3

out any of the purposes of its organization is           $10,000 of receipts within the city have, in     In addition, a corporation will not be subject to 
deemed to be “doing business” for the purpose            the aggregate, receipts within the city of $1    the General Corporation Tax or Business Cor-
of the tax. In determining whether a corpora-            million or more in a taxable year.  See Ad-      poration Tax if its sole connection with New 
tion is doing business, it is immaterial whether         ministrative Code Section 11-653.                York City is: 
its activities actually result in a profit or a loss.                                                      
                                                      The term “employing capital” includes any of a      (i) the maintenance of a statutory office at the 
Under the Business Corporation Tax applicable         large variety of uses, which may overlap other       address of its registered agent or the main-
to federal C Corporations for tax years begin-        categories and give rise to taxable status. In       tenance of a mailing address; or  
ning on or after January 1, 2015, a corporation       general, the use of  assets instrumental in main-    
is doing business in the city if:                     taining or aiding  the corporate enterprise or ac-  (ii) the mere ownership of shares of stock of 
                                                      tivity in the City will create liability.            corporations doing business in the City. 
(1) it has issued credit cards to one thousand or     Employing capital includes activities such as:        
  more customers who have a mailing ad-                                                                   Under Administrative Code Section 11-653(2-
  dress within the city as of the last day of its     a) maintaining stockpiles of raw materials or       a), an alien corporation is not considered to be 
  taxable year;                                          inventories; and                                 doing business, etc. in the City if its activities in 
                                                                                                          the City are limited solely to investing or trad-
(2) it has merchant customer contracts with           b) maintaining securities in the City for trad-     ing in stocks, securities or commodities for its 
  merchants and the total number of locations            ing purposes.                                    own account within the meaning of the Internal 
  covered by those contracts equals one thou-                                                             Revenue Code §864(b)(2)(A) or §864(b)(2)(B).  
  sand or more locations in the city to whom          Under Sections 11-603.2 and 11-653(2) of the         
  the corporation remitted payments for credit        Administrative Code, a corporation is not con-      For purposes of the Business Corporation Tax, 
  card transactions during the taxable year; or       sidered to be doing business, employing capital,    an alien corporation that under any provision of 
                                                      owning or leasing property, or maintaining an       the Internal Revenue Code is not treated as a 
(3) the sum of the number of customers de-            office in New York City by reason of:               “domestic corporation” as defined in IRC §7701 
  scribed in item #1  plus the number of lo-                                                              and has no effectively connected income for the 
  cations covered by its contracts described          a) the maintenance of cash balances with            taxable year pursuant to clause (iii) of the open-
  in item #2 equals one thousand or more.                banks or trust companies or brokers in the       ing paragraph of  Administrative Code §11-
                                                         City;                                            652(8) is not subject to the Business Corporation 
Additionally, for tax years beginning on or after                                                         Tax for that taxable year. For purposes of the 
January 1, 2022, a corporation which does not         b) the ownership of shares of stock or securi-      Business Corporation Tax, an alien corporation 
meet the requirements of either (1), (2), or (3)         ties kept in the City, if kept in a safe deposit is defined as a corporation organized under the 
above will be considered to be doing business            box, safe, vault or other receptacle rented      laws of a country, or any political subdivision 
in the city, if the corporation has at least ten cus-    for the purpose, or if pledged as collateral     thereof, other than the United States, or organ-
tomers, or locations, or customers and locations,        security, or if deposited with one or more       ized under the laws of a possession, territory or 
as described above  in (1), (2) and (3), the cor-        banks or trust companies, or brokers who         commonwealth of the United States.  See Ad-
poration is part of a unitary group AND if the           are members of a recognized security ex-         ministrative Code Section 11-653(2-a). 
number of customers, locations, or customers             change, in safekeeping or custody ac-             
and locations, within the city of the members of         counts;                                          NOTE:  For additional guidance concerning 
the unitary group that have at least ten cus-                                                             what activities constitute "doing business," 
tomers, or locations, or customers and locations      c) the taking of any action by any such bank        "employing capital," "owning or leasing prop-
within the city in the aggregate meets either (1),       or trust company or broker which is inci-        erty," and "maintaining an office" in New York 
(2), or (3) above.                                       dental to the rendering of safekeeping or        City, see Sections 11-03 and 11-06 of Title 19 
                                                         custodial service to the corporation;            of the Rules of the City of New York.  For ad-
For purposes of these provisions, the term                                                                ditional information concerning corporations 
“credit card” includes bank, credit, travel and       d) the maintenance of an office in the City by      not subject to tax, see Section 11-04 of those 
entertainment cards. See Administrative Code             one or more officers or directors of the cor-    rules and Administrative Code Sections 11-603 
Section 11-653(1)(c).                                    poration who are not employees of the cor-       and 11-653. 
                                                         poration as long as the corporation is not        
For tax years beginning on or after January 1,           otherwise doing business or employing            REFUNDS:  If a corporation has previously 
2022, a C corporation will be subject to the             capital in the City and does not own or          paid tax or made estimated tax payments for the 
Business Corporation Tax if it derives receipts          lease property in the City;                      taxable year and is filing this form disclaiming 
from activity in the city and meets any one of                                                            liability for those taxes, the corporation should 
the following:                                        e) the keeping of books or records of a corpo-      file a refund claim and attach this form to that 
                                                         ration in the City if the books or records are   claim.
(1) the receipts within the city are $1 million or       not kept by employees of the corporation 
  more in a taxable year; or                             and the corporation is not otherwise doing 
                                                         business or employing capital in the City 
(2) the corporation’s receipts from activity in          and does not own or lease property in the 
  the city are less than one million dollars but         City; or 
  at least ten thousand dollars in a taxable           
  year and the corporation is part of a unitary       f) any combination of the foregoing activities.  
  group where the members that have at least

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