[Partially superseded; see post on January 5, 2026]
New York’s Limited Liability Company Transparency Act (NYLTA), set to take effect on January 1, 2026, will require beneficial ownership reporting by certain limited liability companies. However, it’s unclear which LLCs will need to report. The NYLTA incorporates the definitions of “beneficial owner” and “reporting company” from the federal Corporate Transparency Act (CTA), but the CTA definitions were amended in an interim final rule issued by the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) in March 2025. Since the CTA now includes only foreign entities and non-U.S. persons, it may be that the NYLTA also now only applies to foreign LLCs and non-U.S. persons.
The New York State legislature tried to address this potential incongruency when it passed Assembly Bill A08662A and Senate Bill S8432, which would unlink NYLTA from federal definitions and exemptions. The two bills would potentially broaden the range of LLCs and beneficial owners required to report under New York law to what was originally intended. That legislation has not been signed by the Governor, and the NY Department of State (DOS) has not issued any implementing forms or filing instructions, or established the required reporting database.
LLCs should monitor DOS announcements and be prepared to file within 30 days for new entities formed after January 1, 2026, and by January 1, 2027 for existing entities. LLCs can prepare by gathering certain information from their beneficial owners, including full legal name, date of birth, current address, and unique ID number from a government-issued document.
Anyone with questions about applicability, exemptions, or filing readiness under NYLTA can contact the author.
Sign up to receive Rivkin Rounds at www.RivkinRounds.com.