What Businesses Need to Know About the New York Corporate Transparency Act

New York’s Corporate Transparency Act (NY CTA) takes effect January 1, 2026, and requires most limited liability companies (LLCs) formed or registered to do business in New York to disclose their beneficial ownership information to the New York Department of State. The law is modeled after an earlier version of the federal Corporate Transparency Act (Federal CTA) but applies specifically at the state level. Even though most domestic organizations are exempt from making any filings under the Federal CTA because of a rule issued by FinCEN in March 2025 (2025 Interim Final Rule), that same blanket exemption will not apply to the NY CTA.

Most LLCs formed or registered to do business in New York will be required to file unless they qualify for one of the exemptions (similar to those under the Federal CTA before the issuance of the 2025 Interim Final Rule, such as large operating companies or regulated entities). New LLCs formed in New York or registering to do business in New York on or after January 1, 2026, must file within 30 days of formation or registration in New York. Existing LLCs formed in New York or registered to do business in New York before January 1, 2026, must file a beneficial ownership disclosure or an annual exemption attestation detailing the specific exemption and supporting facts by January 1, 2027.

Once an initial filing has been made by an LLC, the LLC will be required to submit an annual statement confirming or updating beneficial ownership information, principal executive office address, and other details as required by the New York Department of State. Note that unlike under the Federal CTA, which required updates to be made within 30 days after a change, the NY CTA only requires this annual filing making updates. Failure to make timely filings or submit the required attestations may result in enforcement actions. The New York Department of State is in the process of developing the electronic filing system needed to implement the NY CTA.

With the Act set to take effect in 2026, companies should begin evaluating their ownership structures, identifying potential exemptions, and developing internal processes to ensure compliance once reporting requirements take effect. Stakeholders should continue to monitor forthcoming regulatory guidance and legislative updates closely in the months ahead.

If you have questions on the requirements or exemptions, please contact your primary KO attorney or reach out to us at [email protected].