Starting January 1, 2026, LLC owners in New York face new obligations under the New York State LLC Transparency Act. This law requires LLCs to disclose beneficial owner details to the Department of State, increasing transparency. Business owners must now meet annual reporting, update ownership records, and face penalties such as fines or suspension for noncompliance. While aiming to reduce illicit activity and align with federal standards, these rules add new complexities and deadlines that LLC operators must manage.
Business owners should be vigilant in keeping ownership records current and possibly anticipating penalties or suspension for non-compliance.
New York State LLC Transparency Act
Governor Hochul signed the LLC Transparency Act (S.B.8059), which “Relates to the disclosure of beneficial owners of limited liability companies and foreign limited liability companies and certain information about such beneficial owners.” This act will create a database of the beneficial owners of Limited Liability Corporations accessible to government agencies and law enforcement. Every LLC formed or authorized to do business in New York as a reporting company must file a beneficial ownership disclosure.
What Information Needs to be Disclosed?
The disclosure filing must include every beneficial owner and applicant of the LLC, whether foreign or domestic, along with the following details for each:
- Full Legal Name
- Date of Birth
- Current home or business address
- An ID number from a valid passport, driver’s license, or other state-issued, official ID.
According to the Department of State’s instructions, you must submit all ownership details and exemption claims online.
New York’s LLC Transparency Act (NYLTA) and Exemptions
We’ve received some questions about exemptions, and we’re actively working to clarify the details, including exemptions and attestation of exemptions. We’ll monitor this and provide updates to keep everyone informed.
When do Beneficial Ownership disclosures have to be filed in New York?
Under the New York LLC Transparency Act, beneficial ownership disclosures are required based on the LLC’s formation date. If your LLC was formed on or after January 1, 2026, you must file within 30 days of submitting your articles of organization. For LLCs formed or authorized to do business in New York before January 1, 2026, you have until January 1, 2027, to file your disclosures.
Penalties for Failure to File Non-Compliance
If you miss the deadline to file your LLC’s initial ownership report, the New York Department of State will mark it past due after 30 days or delinquent after two years.
Late filings carry a penalty of up to $500 per day. If delinquent, you can no longer do business in New York until you have filed the report, paid the fine, and received payment confirmation from the Attorney General. Currently, New York law does not impose criminal penalties, only civil penalties.
New York’s LLC Transparency Act creates new requirements for any LLC active in New York State. LLCs should keep a keen eye on this and any changes to this new law, as well as enforcement and filing updates.
Although New York State does not mandate the appointment of a registered agent, having one can help entities stay informed about changes or clarifications to laws and requirements.
Accumera Will Assist You in Navigating Your Filing
Business owners should stay vigilant in keeping ownership records current and be aware of potential penalties or suspension for non-compliance. Using a corporate kit is highly recommended. A corporate kit is a binder that holds essential documents for a company’s proper maintenance and management. After forming your company, you must follow corporate formalities. These include holding initial and annual meetings of directors and shareholders or members, adopting bylaws or operating agreements, and issuing shares of stock or membership certificates.
Our team can assist with all aspects of your business compliance and activity. Contact us to learn more and speak with a team member.
Resources: https://www.governor.ny.gov/news/governor-hochul-signs-llc-transparency-act, https://www.nysenate.gov/legislation/bills/2023/S8059
