New York Entity Reporting Requirements Took Effect in January and a Corporate Transparency Act Update
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While the federal Corporate Transparency Act (CTA) still has not been finalized, several similar state laws have been enacted and/or updated recently. In particular, the New York Limited Liability Company Transparency Act went into effect on January 1, 2026. This client alert summarizes recent updates to the federal CTA and similar state laws.
02.06.26
Corporate Transparency Act
On March 21, 2025, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued an Interim Final Rule (IFR), which removed the requirement that U.S. companies and persons file a Beneficial Ownership Information (BOI) report under the CTA. The IFR was expected to be finalized by the end of 2025; however, on December 3, 2025, FinCEN stated that its progress was delayed and that no final rule would be issued in 2025. As of January 2026, the IFR remains in effect, meaning that foreign entities that do not qualify for an exemption must report their BOI to FinCEN.
State Reporting Requirements
States have also enacted reporting requirements similar to the CTA. On January 1, 2026, the New York Limited Liability Company Transparency Act (NYLLCTA) took effect, which requires limited liability companies to file a BOI report with the New York Department of State. The NYLLCTA mirrors the requirements of the CTA and was subject to a proposed amendment to determine if the reporting requirements under the NYLLCTA would be limited by the CTA’s IFR. Following a decision by the New York governor in December 2025, the NYLLCTA will continue to cross-reference the CTA. Thus, the NYLLCTA applies only to foreign entities formed outside of the U.S. that are qualified to do business in the state of New York.
The District of Columbia, Washington and South Dakota have also enacted laws similar to the CTA. Effective since 2020, both new and existing entities formed or doing business in the District of Columbia must file a BOI report. Additionally, South Dakota requires entities to file a BOI report if the entity owns agricultural land and is a foreign entity or has foreign beneficial owners.
While Pennsylvania, New Jersey and Delaware do not have laws modeled after the CTA, these states do require annual reports to be filed with certain specific information required depending on the state. More information regarding each state’s filing requirements can be found here for Pennsylvania, New Jersey and Delaware.
Despite the changing landscape of BOI reporting, the CTA remains in effect for foreign entities registered to do business in the U.S. that do not qualify for an exemption. The IFR requires such entities to file a BOI report within 30 days following registration.
For additional information or assistance regarding the CTA and state-specific required filings, contact Jon Katona, Patrick Murphy, Samantha Blank or Izabelle Siebenaler.
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For additional information on the CTA, please see our previous publications:
- Corporate Transparency Act: FinCEN Proposes Removing Requirement for U.S. Companies and U.S. Persons
- Corporate Transparency Act: FinCEN Will Not Enforce the CTA
You can also visit FinCEN’s BOI webpage.