Corporate Compliance Resource Center 

Our mission is to provide clear, actionable information so you can maintain your entity’s standing and avoid the penalties associated with non-compliance.

The 2026 LLC Transparency Act: What You Need to Know

On January 1, 2026, New York joined the federal government in prioritizing corporate transparency. The focus is specifically on "Foreign LLCs"—companies formed outside of the United States that are authorized to conduct business in New York.

Educational Breakdown of the BOD Requirement

The Beneficial Owner Disclosure (BOD) is a filing that identifies the individuals who exercise substantial control over a company.

• Why this law exists: It is intended to prevent the use of anonymous "shell companies" for illicit activities.

• Who it impacts: Only foreign LLCs registered in New York. Domestic (NY-based) LLCs are currently excluded from this specific state reporting requirement.

• The "Exemption" Rule: There are 23 categories of companies exempt from reporting (typically larger, already-regulated entities). However, even if you are exempt, you must file an Attestation of Exemption.

Deep Dive: For a full timeline of deadlines, read Jack Cola’s detailed post: New York Foreign LLC Disclosure Guide 2026.

Checklist: Maintaining Your NY Entity

Beyond the new 2026 laws, every LLC owner should be aware of the following ongoing compliance pillars:

1. The Biennial Statement

Every two years, New York requires LLCs to file a Biennial Statement. This is a simple update of your business address and the name of the person authorized to receive legal papers.

• Failure to file: Can lead to your business being marked "Delinquent" or "Inactive" in the state’s database.

2. Articles of Organization & Amendments

If your business purpose or address changes, you must file a Certificate of Amendment. Keeping your public record accurate is critical for banking, insurance, and legal protection.

3. Internal Governance

Compliance isn't just about what you file with the state; it’s about how you run your business.

• Operating Agreements: Even if you are a single-member LLC, having an operating agreement is required by NY LLC Law Section 417.

• Record Keeping: You are required to maintain a list of members and managers at your office location.

Frequently Asked Questions

Q: Where do I find the forms? A: All official forms are hosted on the Department of State website.

Q: Is there a fee? A: Yes, the state typically charges a $25 fee for the Beneficial Owner Disclosure filing.

Q: What happens if I miss the December 31, 2026 deadline? A: Late filings may result in your entity losing its "Good Standing" status, which can prevent you from opening bank accounts or renewing business licenses.

Stay Informed with Jack Cola

This information is provided to help you stay ahead of regulatory changes. As I receive more alerts from the Department of State, I will update this page with the latest instructions and PDF links.