Master FinCEN BOI Compliance in NY with Expert Legal Support
BOI Reporting Compliance: Navigating the Corporate Transparency Act & New York’s LLC Transparency Act
Keeping up with regulatory compliance is critical for LLCs, especially with two significant laws coming into effect soon. Both the Corporate Transparency Act (CTA) and New York’s LLC Transparency Act (NY LLCTA) introduce new reporting requirements that could have serious legal consequences if not followed. Our law firm specializes in guiding businesses through these complex regulations to ensure full compliance with the BOI reporting requirements.
What is the Corporate Transparency Act (CTA)?
Effective January 1, 2024, the U.S. Corporate Transparency Act (CTA) requires most U.S. entities—including LLCs, corporations, and certain trusts—to disclose beneficial ownership information to the Financial Crimes Enforcement Network (FinCEN). This federal law is designed to combat financial crimes like money laundering by requiring businesses to report their beneficial owners. Entities that fail to comply with these requirements risk penalties, including fines and suspension.
Understanding the New York LLC Transparency Act (NY LLCTA)
Signed into law on March 1, 2024, by Governor Kathy Hochul, the New York LLC Transparency Act (NY LLCTA) will take effect on January 1, 2026. It mirrors many aspects of FinCEN’s BOI Rule, but with key differences that LLCs in New York must consider. All LLCs formed or registered to do business in New York, even those exempt from FinCEN’s rule, must report beneficial ownership information to the New York Department of State (NYDOS).
Key Differences Between the NY LLCTA and U.S. CTA
Although both laws aim to increase transparency, there are important distinctions:
- Scope of Entities: The U.S. CTA applies to a broad range of entities, including corporations and partnerships, while the NY LLCTA focuses exclusively on LLCs.
- Applicant Information: Unlike the CTA, the NY LLCTA requires LLCs to disclose information about “applicants” who filed or directed the filing of LLC formation or registration documents, even for entities formed before January 1, 2026.
- Exemption Reporting: Exempt LLCs must still submit an annual attestation verifying their exemption under the NY LLCTA. This is not required under the U.S. CTA.
Key Deadlines for Compliance
Initial Reports:
- LLCs formed or registered on or after January 1, 2026, must file within 30 days of formation or registration.
- LLCs formed before January 1, 2026, must submit their initial reports by December 31, 2026.
Annual Reports:
- Both exempt and non-exempt LLCs must file annual reports confirming or updating beneficial ownership information and the company’s exempt status.
Corrected Reports:
- Under the NY LLCTA, corrections must be made within 90 days of discovering inaccuracies. Under the U.S. CTA, corrections must be made within 30 days.
Exemptions from Reporting
Certain entities, such as large operating companies, publicly traded companies, and banks, are exempt from these reporting requirements. However, even exempt LLCs in New York must file an annual attestation under the NY LLCTA. Failing to file the attestation can result in penalties.
What Must Be Reported?
Non-exempt LLCs must report the following for each beneficial owner and applicant:
- Full legal name
- Date of birth
- Residential or business address
- An identifying number from a government-issued ID, such as a passport or driver’s license
While the Corporate Transparency Act does not require LLCs to report applicant information, the NY LLCTA does, even for LLCs that existed before January 1, 2026. This additional requirement could prove challenging for older LLCs that may not have access to up-to-date applicant information.
Confidentiality and Access to Information
Initially, the NY LLCTA planned to make beneficial ownership information public. However, it was amended to restrict access to law enforcement agencies or when a court order is obtained. Similarly, the FinCEN BOI Rule keeps this sensitive information confidential, ensuring that businesses’ private data remains secure.
Penalties for Non-Compliance
Both the U.S. CTA and NY LLCTA impose severe penalties for non-compliance, including:
- Business suspension: LLCs may be suspended from conducting business in New York after 30 days’ notice of non-compliance.
- Daily fines: The New York Attorney General can impose a fine of $500 per day for failure to comply.
- Dissolution: After two years of non-compliance, the Attorney General can initiate action to dissolve or annul an LLC’s authority to operate.
How Our Law Firm Can Help
Compliance with these laws is complex, but our experienced legal team is here to help. We specialize in corporate law and FinCEN compliance, guiding LLCs through both the U.S. CTA and NY LLCTA requirements. We assist in identifying beneficial owners, determining exemption eligibility, and ensuring that all reports are filed correctly and on time.
Take Action Now
Don’t wait until the last minute. The consequences of non-compliance are severe, including hefty fines and business suspension. Contact our law firm today to ensure full compliance with the Corporate Transparency Act and New York’s LLC Transparency Act. Our experienced lawyers are ready to protect your business and ensure you meet all federal and state requirements.
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