Updated July 2026. The New York LLC Transparency Act applies to fewer companies than many older guides claim. If your LLC was formed in New York, another U.S. state, or a U.S. territory, you do not file under the current New York rule. The filing duty is for non-exempt LLCs formed under foreign-country law and authorized to do business in New York.
For the broader state-by-state picture, see our 2026 state beneficial ownership laws map.
That detail decides almost everything. A foreign-owned Delaware LLC is still a U.S.-formed LLC. A company formed under another country’s law, then registered with New York, is the group New York is targeting.
The short answer: most U.S.-formed LLCs do not file
| Entity type | New York filing under NYLTA? | What to do |
| LLC formed in New York | No | Keep company records and watch official guidance. |
| LLC formed in another U.S. state or U.S. territory and authorized in New York | No | No New York beneficial ownership disclosure or exemption attestation under the current rule. |
| LLC formed under foreign-country law and authorized in New York | Yes, if non-exempt | File a beneficial ownership disclosure statement or an attestation of exemption with the New York Department of State. |
If you run a normal New York LLC, the current answer is simple. You don’t owe this filing. If your entity was formed outside the United States and registered to do business in New York, keep reading.
What the New York rule requires in 2026
The New York rule is a state beneficial ownership disclosure law for a narrow set of LLCs. The Department of State says it applies to non-exempt LLCs formed under the law of a foreign country and authorized to do business in New York.
A covered company files either an initial beneficial ownership disclosure statement or an attestation of exemption. It then files each year after that. For a non-exempt reporting company, the disclosure gives New York identifying details for people who own or control the LLC. If you need the federal background first, read our guide to what a BOI report is.
Who must file a New York beneficial ownership disclosure?
Foreign-country LLCs authorized in New York
A foreign-country LLC authorized in New York is the core filer. Think of a company formed under German, Canadian, British, or other non-U.S. law that applies for authority to do business in New York State.
Non-exempt companies vs exempt companies
A company files a beneficial ownership disclosure statement if no exemption applies. If it qualifies for an exemption tied to the federal Corporate Transparency Act exemption list, it files an attestation of exemption instead. Our BOIR exemptions guide explains the federal exemption concept in plain language.
Why a foreign-owned U.S. LLC is different from a foreign-formed LLC
Formation location controls the answer. A Delaware LLC with foreign owners is domestic for this purpose. A company formed under foreign-country law and authorized in New York is not.
Who does not have to file?
New York domestic LLCs
Domestic LLCs do not file under the current New York rule. That includes LLCs formed in New York.
LLCs formed in another U.S. state or U.S. territory
LLCs formed in another U.S. state or U.S. territory do not file either, even when they are authorized to do business in New York. The Department of State FAQ says they are exempt from reporting requirements.
U.S. persons and the federal BOI overlap
At the federal level, FinCEN’s March 26, 2025 interim final rule removed the BOI reporting requirement for U.S.-formed entities and U.S. persons. Federal BOI filing now applies only to foreign reporting companies. See our current Corporate Transparency Act explainer for that timeline.
New York LLC Transparency Act deadlines
| Foreign-country LLC status | Filing deadline | Filing type |
| Authorized to do business in New York before January 1, 2026 | December 30, 2026 | Disclosure statement or exemption attestation |
| Authorized on or after January 1, 2026 | Within 30 days after filing the application for authority | Disclosure statement or exemption attestation |
| Covered after first filing | Annual filing | Disclosure statement or exemption attestation |
Do not use the federal FinCEN deadline as the New York deadline. They are separate systems.
What information goes in the disclosure?
For reportable beneficial owners, New York asks for full legal name, date of birth, current home or business street address, and a unique identifying number from an accepted ID.
The ownership test covers people who own or control at least 25 percent of the LLC. The control test can include senior officers, managing members, people with authority over officers or members, and people who make major company decisions. Beneficial owners must be people, not companies or trusts.
How to file with the New York Department of State
New York’s current page says not to submit these filings by mail or fax since the forms contain confidential information. The Department of State page points filers to email submission and says a portal is coming soon.
The state filing fee is $25. The same fee applies to a beneficial ownership disclosure statement and an attestation of exemption. The filer must certify that the filing is true, correct, and complete.
What happens if you miss the deadline?
New York can mark a covered company as past due if it fails to file for more than 30 days. A company that fails to file for more than two years can be marked delinquent.
The Attorney General may assess a fine of up to $500 for each day the company has been past due or delinquent. New York can then move the entity to suspended status after notice and a chance to cure. A suspended entity may not conduct business in New York until it fixes the filing, pays the filing fee, pays a $250 fine to the Department of State, and resolves any Attorney General fines.
How NYLTA differs from the federal BOI rule
The New York LLC Transparency Act is a state filing with the New York Department of State. Federal BOI reporting goes to FinCEN. Both now focus on foreign entities, but they use separate forms, deadlines, and filing destinations.
What should you do now?
If your LLC was formed in New York or another U.S. state, you do not have a New York beneficial ownership disclosure to file under the current rule. Keep ownership records, ignore fake urgency, and check official state guidance if the law changes.
If your LLC was formed under foreign-country law and is authorized in New York, check whether an exemption applies. If no exemption applies, prepare the disclosure. If an exemption applies, prepare the attestation instead.
Frequently Asked Questions
Does a New York LLC have to file under the New York LLC Transparency Act in 2026?
No. Under current New York Department of State guidance, an LLC formed in New York does not file a beneficial ownership disclosure or exemption attestation under NYLTA. The current filing duty applies to non-exempt LLCs formed under foreign-country law and authorized to do business in New York.
Does an LLC formed in another U.S. state have to file in New York?
No. The Department of State FAQ says LLCs formed in another U.S. state or U.S. territory and authorized to do business in New York are exempt from reporting requirements. That means a Delaware, Florida, Wyoming, or Puerto Rico LLC does not file under the current NYLTA scope.
What is the deadline for foreign-country LLCs?
A foreign-country LLC authorized in New York before January 1, 2026 must file a disclosure statement or exemption attestation by December 30, 2026. A foreign-country LLC authorized on or after January 1, 2026 must file within 30 days after its application for authority.
Is there a filing fee?
Yes. The New York Department of State lists a non-refundable $25 fee for each beneficial ownership statement and each attestation of exemption. This is a New York state fee. It is separate from federal FinCEN BOI filing, which is handled through a different system.
Are beneficial ownership disclosures public?
No, not in the normal public-records sense. The Department of State FAQ says beneficial ownership information is exempt from disclosure under New York’s Freedom of Information Law. Access is limited to approved situations, such as valid law-enforcement use or other access allowed by the statute.
The bottom line
The New York LLC Transparency Act is not a blanket filing rule for every LLC with a New York connection. In 2026, the practical split is formation location. U.S.-formed LLCs file nothing under NYLTA. LLCs formed under foreign-country law and authorized in New York should check exemption status, gather ownership and control details, and file the right document on time. If you are unsure whether a foreign-formed entity still has a federal BOI filing duty, BOIR Submission Center can help you sort out the federal BOI side before you act.
Sources
- New York Department of State: Beneficial Owner Disclosure
- New York Department of State: Beneficial Ownership Disclosure FAQ
- New York Limited Liability Company Law Section 1106
- New York Limited Liability Company Law Section 1107
- New York Limited Liability Company Law Section 1108
- FinCEN: Beneficial Ownership Information Reporting
- Federal Register: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension
