NY LLCTA update: New filing requirements for foreign LLCs in New York
A new update to the New York LLC Corporate Transparency Act (CTA) was recently announced, affecting Limited Liability Companies (LLCs) formed under the law of a foreign country and authorized to operate in New York (“foreign LLCs”).
Effective January 1, 2026, foreign LLCs will be subject to new beneficial ownership information disclosure requirements due to recent amendments to the LLC Law. These amendments come off the back of the introduction of the NY LLCTA, which was signed into law in March 2024, and closely mirrors the federal CTA in targeting foreign LLCs.
What’s changing for foreign LLCs?
The NY LLCTA update now requires foreign LLCs to file initial and annual disclosure statements with the New York Department of State. These filings must include identifying information about the company’s beneficial owners. Even if your entity qualifies for exemption, you’ll need to submit initial and annual attestations of exemption.
The Department of State is currently developing an electronic filing system, which will go live on January 1, 2026, making filing easier and more streamlined.
Important dates for foreign LLCs
With the new amendments coming into effect, there are key dates for foreign LLCs in New York to be aware of:
Foreign LLCs authorized on or after January 1, 2026: Must file an initial beneficial ownership disclosure or exemption attestation within 30 days of authorization.
Foreign LLCs authorized before January 1, 2026: Must file by December 31, 2026.
If you fail to adhere to these deadlines, you could face penalties or risk losing your LLC’s good standing, so it is important to plan ahead now.
What information do foreign LLCs need to provide?
The initial and annual disclosure statements will include identifying details of beneficial owners such as the following:
Full legal name
Date of birth
Residential or business address
A unique identifying number from an acceptable ID (e.g., passport or driver’s license)
While exempt entities do not need to comply with the new beneficial ownership disclosure requirements, they will need to continue confirming their exemption status annually by filing an attestation of exemption.
What you should do now to prepare
The Department of State will publish detailed instructions soon and hold virtual meetings to provide more information on what foreign LLCS need to do to comply with this amendment. In the meantime, businesses can start preparing by doing the following:
Gathering the necessary information for beneficial owners
Monitoring updates from the Department of State
Gaining a broader understanding of New York’s LLC Corporate Transparency Act requirements
The bottom line is that, if you’re a foreign LLC in New York, these new filing requirements will affect you, and early preparation will stand you in good stead. If you need additional support, Computershare Entity Solutions can assist, ensuring that you receive the necessary updates and are fully prepared for when the amendments come into effect.
Contact us for more information on how the Entity Solutions team can support you in staying compliant.
Disclaimer: Information provided on this page is not legal or financial advice. Consult an attorney and/or financial professional for legal or financial matters.