New York LLC Transparency Act: 2026 update for foreign LLCs

• Required disclosures. Reporting companies must disclose the following information for each non-exempt beneficial owner and each applicant:
  • (1) full legal name,
  • (2) date of birth,
  • (3) current home or business address, and
  • (4) a unique identifying number from (i) an unexpired passport, (ii) an unexpired state driver’s license; or (iii) an unexpired identification card or document issued by a state or local government agency or tribal authority for the purpose of identification of that individual.
• Beneficial owner. A beneficial owner is an individual who exercises “substantial control” over or who owns 25% or more of a reporting company. There are exemptions for minor children, nominees/intermediaries/custodians/agents, employees, heirs, and creditors that meet certain requirements.
• U.S. beneficial owners are not reported. Reporting companies are not required to include beneficial ownership information for beneficial owners that are U.S. persons. 
• Applicant. An applicant is the individual who directly files the document that first registers the reporting company with the Department of State. If more than one individual is involved in the filing of the document, the applicant is the individual who is primarily responsible for directing or controlling the filing.
• Filing fee. A $25 fee is required for each beneficial ownership statement and attestation of exemption.
• Electronic filing with the Department of State. Beneficial ownership disclosure statements and attestations of exemption are filed electronically through the Department of State’s filing system.
• Annual filing required. Either a beneficial ownership disclosure statement or attestation of exemption must be filed annually.
• Confidentiality of information. Information related to beneficial owners will be maintained in a secure database and deemed confidential except:
  • (1) pursuant to the written request or voluntary consent of the beneficial owner;
  • (2) by court order;
  • (3) to officers or employees of federal, state or local government agencies where necessary for the agency to perform its official duties; or
  • (4) for a valid law enforcement purpose including a purpose relevant to an investigation by the attorney general.
• Penalties. Various penalties may be imposed, including monetary penalties for failing to file by the due date, and the possible suspension of the LLC.

What should foreign LLCs authorized in New York do?

Foreign LLCs should follow these steps to ensure compliance with New York’s new beneficial ownership disclosure requirements.

• Determine if they are a reporting company or an exempt company
• If a reporting company, gather the required information from non-exempt beneficial owners and applicants
• File the initial beneficial ownership disclosure statement or attestation of exemption
• Keep track of any changes to report in the annual filing

We're here to help

Navigating the new requirements of the New York LLC Transparency Act may seem complex, but our experienced team is ready to help you achieve compliance with confidence. Whether you need guidance on filing, understanding the exemptions, or any other aspect of the Act, we're here to support you.

For more information, contact CT Corporation.