New York LLC Transparency Act Expected to Take Effect on Jan. 1, 2026
The New York LLC Transparency Act (Act) is set to take effect on January 1, 2026. New York Senate Bill 25-8432—pending its approval by Governor Kathy Hochul—will insulate the Act from recent changes affecting the federal Corporate Transparency Act (CTA) by replacing references to CTA definitions in the Act with independent definitions. While companies formed in the U.S. are now exempt from the reporting requirements of the CTA, limited liability companies formed or registered to do business in New York State will still be subject to the Act’s reporting requirements.
Limited liability companies formed or registered in New York (NY LLCs) before January 1, 2026, will be required to file their initial beneficial ownership information (BOI) report with the NY Department of State (NY DOS) by December 31, 2026. NY LLCs formed or registered in New York on or after January 1, 2026, will need to file their BOI report within 30 days of filing their articles of organization or application for authority to transact business in New York. While some NY LLCs will qualify for an exception from the reporting requirements of the Act (e.g., banks, publicly traded companies, large operating companies, etc.), those companies must still file an attestation of exemption, signed under penalty of perjury, with the NY DOS.
The BOI report must include the full legal name, date of birth, current home or business address, and identification number (driver’s license or passport number, e.g.) for each “Beneficial Owner.” The Act defines a “Beneficial Owner” as any entity or individual who exercises substantial control over the entity or who owns or controls at least 25% of the ownership interests in the entity.
Penalties for non-compliance with the Act include fines, suspensions, and the potential dissolution or cancellation of the NY LLC. Therefore, NY LLCs formed or registered to do business in New York should begin preparing internally for these reporting requirements to take effect.
If you have any questions, please contact Katie Feary-Gardner, J.D. Robinson, or Andrew Caito.
News from Scopelitis is intended as a report to our clients and friends on developments affecting the transportation industry. The published material does not constitute an exhaustive legal study and should not be regarded or relied upon as individual legal advice or opinion.
New York LLC Transparency Act Expected to Take Effect on Jan. 1, 2026
The New York LLC Transparency Act (Act) is set to take effect on January 1, 2026. New York Senate Bill 25-8432—pending its approval by Governor Kathy Hochul—will insulate the Act from recent changes affecting the federal Corporate Transparency Act (CTA) by replacing references to CTA definitions in the Act with independent definitions. While companies formed in the U.S. are now exempt from the reporting requirements of the CTA, limited liability companies formed or registered to do business in New York State will still be subject to the Act’s reporting requirements.
Limited liability companies formed or registered in New York (NY LLCs) before January 1, 2026, will be required to file their initial beneficial ownership information (BOI) report with the NY Department of State (NY DOS) by December 31, 2026. NY LLCs formed or registered in New York on or after January 1, 2026, will need to file their BOI report within 30 days of filing their articles of organization or application for authority to transact business in New York. While some NY LLCs will qualify for an exception from the reporting requirements of the Act (e.g., banks, publicly traded companies, large operating companies, etc.), those companies must still file an attestation of exemption, signed under penalty of perjury, with the NY DOS.
The BOI report must include the full legal name, date of birth, current home or business address, and identification number (driver’s license or passport number, e.g.) for each “Beneficial Owner.” The Act defines a “Beneficial Owner” as any entity or individual who exercises substantial control over the entity or who owns or controls at least 25% of the ownership interests in the entity.
Penalties for non-compliance with the Act include fines, suspensions, and the potential dissolution or cancellation of the NY LLC. Therefore, NY LLCs formed or registered to do business in New York should begin preparing internally for these reporting requirements to take effect.
If you have any questions, please contact Katie Feary-Gardner, J.D. Robinson, or Andrew Caito.
News from Scopelitis is intended as a report to our clients and friends on developments affecting the transportation industry. The published material does not constitute an exhaustive legal study and should not be regarded or relied upon as individual legal advice or opinion.