LLC Transparency Act Passed in New York
On December 23, 2023, Governor Hochul signed the NY LLC Transparency Act (NYLTA) into law, with one major change from the version presented to her by the state legislature: removal of provisions within the law that required creation of a publicly accessible database with the personal name and business address of each beneficial owner of all registered limited liability companies (LLC). This modification will be made through a “chapter amendment” which will need to be approved by the state legislature this year. LLC owners are therefore advised to stay abreast of updates to the reporting process as they are made available.
What is the New York LLC Transparency Act?
New York’s LLC Transparency Act is modeled after the federal Corporate Transparency Act (CTA), which went into effect on January 1, 2024, but, unlike the CTA, the NYLTA only applies to limited liability companies. The NYLTA requires newly formed LLCs to provide information regarding beneficial owners when filing the articles of organization and foreign LLCs to file beneficial owner information with the application for authority to do business in New York. Existing domestic and foreign LLCs formed before the effective date of the NYLTA will also have to file a beneficial disclosure document.
The legislation’s key defined terms, including “beneficial owner,” incorporate by reference many definitions of those terms in the CTA. Further, exemptions that LLCs can claim are modeled after those found in the CTA. The NYLTA allows reporting companies to use the same report they filed with the federal government for the CTA to satisfy New York’s reporting requirements.
If you have questions relating to the Corporate Transparency Act or the New York State LLC Transparency Act, how they might affect your entity or potential planning opportunities, contact our business attorneys, Michael F. McConville at mmcconville@mccmlaw.com or 585-512-3520 or Letty Laskowski at llaskowski@mccmlaw.com or 585-512-3538.
This publication is intended as an information source for clients, prospective clients, and colleagues and constitutes attorney advertising. The content should not be considered legal advice and readers should not act upon information in this publication without individualized professional counsel.
About MCCM
McConville Considine Cooman & Morin, P.C. is a full-service law firm based in Rochester, New York, providing high-quality legal services to businesses and individuals since 1979. With over a dozen attorneys and a full paralegal support staff, the firm is well-positioned to right-size services tailored to each client. We are large enough to provide expertise in a broad range of practice areas, yet small enough to devote prompt, personal attention to our clients.
We represent a diverse range of clients located throughout New York State and New England. They include individuals, numerous manufacturing and service industry businesses, local governments, and health care professionals, provider groups, facilities and associations. We also serve as local counsel to out-of-state clients and their attorneys who have litigation pending in Western New York courts. For more information, please contact us at 585.546.2500.