United States: New UBO Requirements for New York LLCs

Who Must File Under the New York LLC Transparency Act?

As of 2026, the New York LLC Transparency Act (NY LLCTA) primarily requires LLCs formed under the laws of a foreign country and authorized to do business in New York to file beneficial ownership information or an attestation of exemption. LLCs formed in New York or another U.S. state are currently exempt from the Act’s beneficial ownership reporting requirements.

New York Leads on LLC Transparency

New York’s Limited Liability Company Transparency Act (NY LLCTA) took effect on January 1, 2026, creating new beneficial ownership disclosure requirements for certain foreign LLCs operating in the state. The law requires covered entities to file beneficial ownership information or an attestation of exemption with the New York Department of State and to update or reaffirm that information annually.

Federal Context: Corporate Transparency Act Changes

The federal Corporate Transparency Act (CTA) originally established broad beneficial ownership reporting requirements for U.S. businesses. However, federal rules changed significantly in 2025. U.S.-formed entities are currently exempt from federal BOI reporting, while certain entities formed under foreign law and registered to do business in the United States remain subject to federal reporting requirements.

The New York LLC Transparency Act operates at the state level and should therefore be evaluated separately from federal CTA requirements. Companies with cross-border or multi-state structures should determine which federal and state reporting obligations apply to each entity.

New York LLCTA Key Requirements

Filing Requirements

Covered entities must submit either a beneficial ownership disclosure statement or an attestation of exemption to the New York Department of State, depending on whether the entity qualifies for an applicable exemption.

LLCs formed in New York or another U.S. state or territory are currently exempt from NY LLCTA beneficial ownership reporting. However, covered foreign LLCs must comply with the Act unless they qualify for a statutory exemption.

Filing Deadlines

Covered foreign LLCs that were authorized to do business in New York before January 1, 2026, generally have until December 31, 2026 to submit their initial beneficial ownership disclosure or attestation of exemption.

Foreign LLCs authorized to do business in New York on or after January 1, 2026, generally must file within 30 calendar days of registering to do business in New York.

After the initial filing, covered entities are required to submit an annual statement confirming or updating their beneficial ownership information and other required company information.

Filing Fee

A non-refundable $25 filing fee applies to each beneficial ownership disclosure statement and attestation of exemption submitted to the New York Department of State.

Information to Disclose

Each beneficial ownership disclosure must identify every applicable ultimate beneficial owner (UBO), including:

Full legal name
Date of birth
Business or residential address
Unique identifying number from an acceptable identification document

UBO Definition

A UBO is generally an individual who:

Directly or indirectly owns or controls 25% or more of the LLC; or
Exercises substantial control over the entity

If the beneficial owner is a company or other legal entity, the individuals who ultimately own or control that entity may also need to be identified.

Confidential but Enforceable

Beneficial ownership information filed under the NY LLCTA is not publicly available through the state’s records and is exempt from disclosure under New York’s Freedom of Information Law. Access is restricted by law and may be permitted in specified circumstances, including certain government and law-enforcement purposes.

Penalties for Non-Compliance

Failure to comply with the NY LLCTA can result in escalating consequences, including:

Past-due status after 30 days
Delinquent status after two years
Fines of up to USD 500 per day
Suspension of the entity’s authority to conduct business in New York
Potential action to dissolve or cancel the entity

Why It Matters

The NY LLCTA signals a growing shift toward state-level beneficial ownership transparency in the absence of a uniform federal reporting framework. Companies operating across multiple states or jurisdictions may face increasing compliance complexity as state and federal requirements continue to evolve.

Early preparation can help companies identify applicable filing obligations, maintain accurate beneficial ownership records, document control structures, and coordinate compliance across jurisdictions.

How Can Corpiya Help?

Corpiya’s experts assist clients with:

Preparing and submitting NY LLCTA filings
Assessing exemption eligibility
Identifying and documenting ultimate beneficial owners
Developing multi-jurisdictional UBO compliance strategies
Coordinating entity compliance requirements across jurisdictions

We help businesses navigate evolving regulatory requirements while maintaining accuracy, confidentiality, and operational efficiency.

Put These Insights Into Action

Talk to our team about how this applies to your operations — wherever your business takes you, Corpiya is ready to support your next move.

United States: New UBO Requirements for New York LLCs

Who Must File Under the New York LLC Transparency Act?

New York Leads on LLC Transparency

Federal Context: Corporate Transparency Act Changes