S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   3484
 
                        2023-2024 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             February 3, 2023
                                ___________
 
 Introduced  by  M.  of A. GALLAGHER, MITAYNES, GONZALEZ-ROJAS, L. ROSEN-
   THAL, EPSTEIN, KIM, THIELE, MAMDANI, SIMON, DAVILA, FORREST,  CARROLL,
   KELLES  --  read  once  and referred to the Committee on Corporations,
   Authorities and Commissions
 
 AN ACT to amend the limited liability company  law,  the  tax  law,  the
   administrative code of the city of New York, and the executive law, in
   relation  to  the disclosure of beneficial owners of limited liability
   companies
 
   THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section  1.  Short  title. This act shall be known and may be cited as
 the "LLC transparency act".
   § 2. Section 102 of the limited liability company law  is  amended  by
 adding a new subdivision (ii) to read as follows:
   (II)  (1) "BENEFICIAL OWNER" MEANS THE SAME AS SUCH TERM IS DEFINED IN
 31 C.F.R. § 1010.380 (D).
   (2) "INITIAL REPORT" MEANS THE SAME AS SUCH  TERM  IS  DEFINED  IN  31
 C.F.R. § 1010.380 (B).
   (3)  "REPORTING  COMPANY"  MEANS A LIMITED LIABILITY COMPANY THAT DOES
 NOT MEET A CONDITION FOR EXEMPTION ENUMERATED IN 31  C.F.R.  §  1010.380
 (C)(2).
   (4)  "EXEMPT  COMPANY"  MEANS A LIMITED LIABILITY COMPANY THAT MEETS A
 CONDITION FOR EXEMPTION ENUMERATED IN 31 C.F.R. § 1010.380 (C)(2).
   (5) FOR  THE PURPOSES OF THIS SUBDIVISION AND FOR  ANY  REFERENCES  TO
 BENEFICIAL  OWNERS OF  ANY  LIMITED LIABILITY COMPANY, THE TERM "LIMITED
 LIABILITY COMPANY" SHALL  INCLUDE,  WHERE  APPLICABLE,  FOREIGN  LIMITED
 LIABILITY COMPANIES AND AUTHORIZED FOREIGN LIMITED LIABILITY COMPANIES.
   §  3.  Paragraphs  6  and  7  of subdivision (e) of section 203 of the
 limited liability company law, as added by chapter 470 of  the  laws  of
 1997, are amended to read as follows:

  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
                                                            LBD00252-02-3
 A. 3484                             2
              

 
   (6)  if all or specified members are to be liable in their capacity as
 members for all or specified debts, obligations or  liabilities  of  the
 limited  liability company as authorized pursuant to section six hundred
 nine of this chapter, a statement that all or specified members  are  so
 liable  for  such debts, obligations or liabilities in their capacity as
 members of the limited  liability  company  as  authorized  pursuant  to
 section six hundred nine of this chapter; [and]
   (7)  IN  THE CASE OF AN EXEMPT COMPANY, A STATEMENT SIGNED BY A MEMBER
 OR MANAGER INDICATING WHICH EXEMPTION OR EXEMPTIONS THE  COMPANY  CLAIMS
 AGAINST  ITS  OBLIGATION  TO FILE AN INITIAL REPORT, OR IN THE CASE OF A
 REPORTING COMPANY, AN INITIAL REPORT; AND
   (8) any other provisions, not inconsistent with law, that the  members
 elect to include in the articles [or] OF organization for the regulation
 of the internal affairs of the limited liability company, including, but
 not limited to, (A) the business purpose for which the limited liability
 company  is  formed, (B) a statement of whether there are limitations on
 the authority of members or managers or a class or  classes  thereof  to
 bind  the  limited  liability  company  and  (C) any provisions that are
 required or permitted to be included in the operating agreement  of  the
 limited  liability company pursuant to section four hundred seventeen of
 this chapter.
   § 4. Paragraphs 8, 9, and 10 of subdivision (d) of section 211 of  the
 limited  liability  company  law, paragraph 10 as added by section 18 of
 part KK of chapter 56 of the laws of 2021, are amended and a  new  para-
 graph 11 is added to read as follows:
   (8) the discovery of a materially false or inaccurate statement in the
 articles of organization; [and]
   (9)  the  decision  to  change  any other statement in the articles of
 organization[.];
   (10) to specify, change or delete  the  email  address  to  which  the
 secretary of state shall email a notice of the fact that process against
 the limited liability company has been electronically served upon him or
 her[.]; AND
   (11)  IN  THE CASE OF A REPORTING COMPANY, A CHANGE IN THE INFORMATION
 REQUIRED TO BE INCLUDED IN AN INITIAL REPORT OR A CHANGE TO THE  BENEFI-
 CIAL  OWNERS  OF  SUCH  LIMITED  LIABILITY  COMPANY  OR  THE INFORMATION
 REQUIRED TO BE PROVIDED RELATING TO EACH BENEFICIAL  OWNER  PURSUANT  TO
 SECTION TWO HUNDRED THREE OF THIS ARTICLE.
   §  5.  The  limited  liability  company law is amended by adding a new
 section 215 to read as follows:
   § 215. BENEFICIAL OWNERSHIP  DISCLOSURE.    (A)  A  LIMITED  LIABILITY
 COMPANY,  WHEN  DISCLOSING  ITS  BENEFICIAL  OWNERS, SHALL IDENTIFY EACH
 BENEFICIAL OWNER BY: (1) FULL LEGAL NAME; (2) DATE OF BIRTH; (3) CURRENT
 RESIDENTIAL STREET ADDRESS; (4) A  UNIQUE  IDENTIFYING  NUMBER  AND  THE
 ISSUING  JURISDICTION FROM ONE OF THE FOLLOWING DOCUMENTS: (I) A NON-EX-
 PIRED PASSPORT ISSUED TO THE INDIVIDUAL BY THE UNITED STATES GOVERNMENT;
 OR, IF NONE, (II) A NON-EXPIRED IDENTIFICATION DOCUMENT  ISSUED  TO  THE
 INDIVIDUAL BY A STATE, LOCAL GOVERNMENT, OR INDIAN TRIBE FOR THE PURPOSE
 OF IDENTIFYING THE INDIVIDUAL; OR, IF NONE, (III) A NON-EXPIRED DRIVER'S
 LICENSE ISSUED TO THE INDIVIDUAL BY A STATE; OR, IF NONE, (IV) A NON-EX-
 PIRED PASSPORT ISSUED BY A FOREIGN GOVERNMENT TO THE INDIVIDUAL; AND (5)
 AN  IMAGE  OF  THE  DOCUMENT FROM WHICH THE UNIQUE IDENTIFYING NUMBER IN
 PARAGRAPH FOUR OF THIS SUBDIVISION WAS OBTAINED.
   (B) A LIMITED LIABILITY COMPANY, WHEN  FILING  AN  INITIAL  REPORT,  A
 PORTION  THEREOF,  OR  ANY  AMENDMENT  OR CORRECTION THERETO PURSUANT TO
 SECTION TWO HUNDRED THREE OR TWO HUNDRED ELEVEN OF THIS ARTICLE, OR WHEN
 A. 3484                             3
 
 DISCLOSING ITS BENEFICIAL OWNERS TO THE DEPARTMENT OF STATE  OR  DEPART-
 MENT  OF  TAXATION  AND  FINANCE,  MAY  SUBMIT A COPY OF THE REPORT SUCH
 COMPANY SUBMITTED TO THE FEDERAL GOVERNMENT  PURSUANT  TO  31  C.F.R.  §
 1010.380  IN ORDER TO SATISFY SUCH REPORTING REQUIREMENTS, PROVIDED THAT
 SUCH FEDERAL REPORT IS CURRENT AND CONTAINS ALL INFORMATION REQUIRED  BY
 STATE LAW.
   (C) THE IDENTIFICATION AND DISCLOSURE OF THE NAME,  BUSINESS  ADDRESS,
 DATE  OF  BIRTH, AND ASSOCIATED LIMITED LIABILITY COMPANIES OF A BENEFI-
 CIAL OWNER SHALL NOT BE  DEEMED  AN  UNWARRANTED  INVASION  OF  PERSONAL
 PRIVACY   PURSUANT  TO  ARTICLE  SIX  OF THE PUBLIC  OFFICERS  LAW.  ALL
 OTHER PERSONAL OR  IDENTIFYING  INFORMATION  OF  SUCH  BENEFICIAL  OWNER
 SHALL    BE    DEEMED    CONFIDENTIAL   EXCEPT   FOR THE PURPOSES OF LAW
 ENFORCEMENT. IF CONFIDENTIAL INFORMATION ASSOCIATED WITH A    BENEFICIAL
 OWNER  IS  HELD  ELECTRONICALLY,  SUCH  RECORDS SHALL BE ENCRYPTED.
   (D) ANY PERSON WHO: (1) KNOWINGLY PROVIDES FALSE OR FRAUDULENT BENEFI-
 CIAL  OWNERSHIP  INFORMATION; OR (2) WILLFULLY FAILS TO PROVIDE COMPLETE
 OR UPDATED INFORMATION SHALL BE GUILTY OF A MISDEMEANOR  AND  LIABLE  TO
 THE  STATE FOR A CIVIL PENALTY OF NOT MORE THAN TEN THOUSAND DOLLARS AND
 SHALL BE PROHIBITED FROM ORGANIZING, FORMING, REGISTERING,  OR  MANAGING
 ANY  LIMITED  LIABILITY  COMPANY OR PARTNERSHIP IN THE STATE OF NEW YORK
 FOR A PERIOD NOT LESS THAN ONE YEAR OR GREATER THAN  FIVE  YEARS.    THE
 DEPARTMENT OF STATE MAY WITHDRAW OR PROHIBIT THE AUTHORITY OF SUCH ENTI-
 TY TO DO BUSINESS WITHIN THE STATE FOR AT LEAST TWO YEARS.
   §  6.  Paragraphs  7  and  8  of subdivision (a) of section 802 of the
 limited liability company law are amended and a new paragraph 9 is added
 to read as follows:
   (7) a statement that the  foreign  limited  liability  company  is  in
 existence in the jurisdiction of its formation at the time of the filing
 of such application; [and]
   (8) the name and address of the authorized officer in the jurisdiction
 of  its  formation where a copy of its articles of organization is filed
 or, if no public filing of its articles of organization is  required  by
 the  law  of the jurisdiction of formation, a statement that the foreign
 limited liability company shall provide, on request, a copy thereof with
 all amendments thereto (if such documents are in a foreign  language,  a
 translation  in  English  thereof  under oath of the translator shall be
 attached thereto), and the name and post office address  of  the  person
 responsible for providing such copies[.]; AND
   (9)  IN  THE CASE OF AN EXEMPT COMPANY, A STATEMENT SIGNED BY A MEMBER
 OR MANAGER INDICATING WHICH EXEMPTION OR EXEMPTIONS THE  COMPANY  CLAIMS
 AGAINST  ITS  OBLIGATION  TO FILE AN INITIAL REPORT, OR IN THE CASE OF A
 REPORTING COMPANY, AN INITIAL REPORT INCLUDING A  DOCUMENT   IDENTIFYING
 THE  BENEFICIAL    OWNERS    OF THE FOREIGN LIMITED LIABILITY COMPANY IN
 ACCORDANCE WITH SUBDIVISION (A) OF SECTION EIGHT  HUNDRED  TEN  OF  THIS
 ARTICLE.
   §  7.  Section  804 of the limited liability company law is amended by
 adding a new subdivision (c) to read as follows:
   (C) EVERY REPORTING COMPANY THAT HAS RECEIVED A FILING RECEIPT   ENTI-
 TLED    "CERTIFICATE   OF   AUTHORITY   OF .... (NAME OF FOREIGN LIMITED
 LIABILITY COMPANY) UNDER  SECTION  EIGHT  HUNDRED  FIVE  OF  THE LIMITED
 LIABILITY COMPANY LAW," EVIDENCING AUTHORITY AS  PROVIDED  HEREIN  SHALL
 AMEND    ITS  APPLICATION FOR AUTHORITY UPON A CHANGE IN THE INFORMATION
 REQUIRED TO BE INCLUDED IN AN INITIAL REPORT OR A CHANGE TO THE  BENEFI-
 CIAL    OWNERS  OF  SUCH  LIMITED  LIABILITY  COMPANY OR THE INFORMATION
 REQUIRED TO BE PROVIDED RELATING TO EACH BENEFICIAL  OWNER  PURSUANT  TO
 A. 3484                             4
 
 SECTION   EIGHT   HUNDRED   TWO   OF  THIS ARTICLE WITHIN NINETY DAYS OF
 SUCH CHANGE.
   §  8.  The  limited  liability  company law is amended by adding a new
 section 810 to read as follows:
   § 810. BENEFICIAL OWNERSHIP DISCLOSURE.  (A) A FOREIGN LIMITED LIABIL-
 ITY COMPANY, WHEN DISCLOSING ITS BENEFICIAL OWNERS, SHALL IDENTIFY  EACH
 BENEFICIAL  OWNER  BY:    (1)  FULL  LEGAL  NAME; (2) DATE OF BIRTH; (3)
 CURRENT RESIDENTIAL STREET ADDRESS; (4) A UNIQUE IDENTIFYING NUMBER  AND
 THE  ISSUING  JURISDICTION  FROM  ONE  OF THE FOLLOWING DOCUMENTS: (I) A
 NON-EXPIRED PASSPORT ISSUED TO  THE  INDIVIDUAL  BY  THE  UNITED  STATES
 GOVERNMENT;  OR,  IF  NONE,  (II)  A NON-EXPIRED IDENTIFICATION DOCUMENT
 ISSUED TO THE INDIVIDUAL BY A STATE, LOCAL GOVERNMENT, OR  INDIAN  TRIBE
 FOR  THE  PURPOSE  OF  IDENTIFYING  THE INDIVIDUAL; OR, IF NONE, (III) A
 NON-EXPIRED DRIVER'S LICENSE ISSUED TO THE INDIVIDUAL BY A STATE; OR, IF
 NONE, (IV) A NON-EXPIRED PASSPORT ISSUED BY A FOREIGN GOVERNMENT TO  THE
 INDIVIDUAL; AND (5) AN IMAGE OF THE DOCUMENT FROM WHICH THE UNIQUE IDEN-
 TIFYING NUMBER IN PARAGRAPH FOUR OF THIS SUBDIVISION WAS OBTAINED.
   (B)  A  FOREIGN  LIMITED  LIABILITY  COMPANY,  WHEN  FILING AN INITIAL
 REPORT, A PORTION THEREOF, OR ANY AMENDMENT OR CORRECTION THERETO PURSU-
 ANT TO THIS SECTION OR SECTION EIGHT HUNDRED FOUR OF  THIS  ARTICLE,  OR
 WHEN  DISCLOSING  ITS  BENEFICIAL  OWNERS  TO THE DEPARTMENT OF STATE OR
 DEPARTMENT OF TAXATION AND FINANCE, MAY SUBMIT A COPY OF THE REPORT SUCH
 COMPANY SUBMITTED TO THE FEDERAL GOVERNMENT  PURSUANT  TO  31  C.F.R.  §
 1010.380  IN ORDER TO SATISFY REPORTING REQUIREMENTS, PROVIDED THAT SUCH
 FEDERAL REPORT IS CURRENT AND CONTAINS ALL INFORMATION REQUIRED BY STATE
 LAW.
   (C) THE IDENTIFICATION AND DISCLOSURE OF THE NAME,  BUSINESS  ADDRESS,
 DATE OF  BIRTH, AND ASSOCIATED LIMITED LIABILITY COMPANIES OF A  BENEFI-
 CIAL  OWNER  SHALL  NOT  BE  DEEMED  AN UNWARRANTED INVASION OF PERSONAL
 PRIVACY  PURSUANT  TO  ARTICLE  SIX  OF THE PUBLIC  OFFICERS  LAW.   ALL
 OTHER  PERSONAL  OR  IDENTIFYING  INFORMATION  OF  SUCH BENEFICIAL OWNER
 SHALL   BE   DEEMED   CONFIDENTIAL   EXCEPT   FOR THE  PURPOSES  OF  LAW
 ENFORCEMENT.  IF  CONFIDENTIAL INFORMATION ASSOCIATED WITH A  BENEFICIAL
 OWNER  IS  HELD  ELECTRONICALLY,  SUCH  RECORDS SHALL BE ENCRYPTED.
   (D) ANY PERSON WHO: (1) KNOWINGLY PROVIDES FALSE OR FRAUDULENT BENEFI-
 CIAL OWNERSHIP INFORMATION; OR (2) WILLFULLY FAILS TO  PROVIDE  COMPLETE
 OR  UPDATED  INFORMATION  SHALL BE GUILTY OF A MISDEMEANOR AND LIABLE TO
 THE STATE FOR A CIVIL PENALTY OF NOT MORE THAN TEN THOUSAND DOLLARS  AND
 SHALL  BE  PROHIBITED FROM ORGANIZING, FORMING, REGISTERING, OR MANAGING
 ANY LIMITED LIABILITY COMPANY OR PARTNERSHIP IN THE STATE  OF  NEW  YORK
 FOR  A  PERIOD  NOT  LESS THAN ONE YEAR OR GREATER THAN FIVE YEARS.  THE
 DEPARTMENT OF STATE MAY WITHDRAW OR PROHIBIT THE AUTHORITY OF SUCH ENTI-
 TY TO TRANSACT BUSINESS WITHIN THE STATE OF NEW YORK FOR  AT  LEAST  TWO
 YEARS.
   § 9. Paragraph 2 of subdivision (a) of section 1409 of the tax law, as
 amended  by  section  3  of part O of chapter 59 of the laws of 2021, is
 amended to read as follows:
   (2) When the grantor or grantee of a deed for a building used as resi-
 dential real property [containing up to four family dwelling units] is a
 limited liability company, the joint return shall not  be  accepted  for
 filing  unless  it  is  accompanied  by  a document which identifies the
 [names and business addresses of all members, managers,  and  any  other
 authorized  persons,  if  any, of such limited liability company and the
 names and business addresses or, if none, the business addresses of  all
 shareholders, directors, officers, members, managers and partners of any
 limited  liability  company  or other business entity that are to be the
 A. 3484                             5

 members, managers or authorized persons, if any, of such limited liabil-
 ity company. The identification of such names and addresses shall not be
 deemed an unwarranted invasion of personal privacy pursuant  to  article
 six  of  the public officers law. If any such member, manager or author-
 ized person of the limited liability company is itself a limited liabil-
 ity company or other business entity other than a publicly traded  enti-
 ty,  a  REIT, a UPREIT, or a mutual fund, the names and addresses of the
 shareholders, directors, officers, members, managers and partners of the
 limited liability  company  or  other  business  entity  shall  also  be
 disclosed until full disclosure of ultimate ownership by natural persons
 is  achieved]  BENEFICIAL  OWNERS  OF  SUCH LIMITED LIABILITY COMPANY IN
 ACCORDANCE WITH SECTION TWO HUNDRED FIFTEEN OR EIGHT HUNDRED TEN OF  THE
 LIMITED  LIABILITY  COMPANY  LAW,  AS  APPLICABLE.  For purposes of this
 subdivision, the terms  ["members",  "managers",  "authorized  person",]
 "BENEFICIAL OWNERS" AND "limited liability company" [and "other business
 entity"]  shall  have  the  same  meaning  as those terms are defined in
 section one hundred two of the limited liability company law.
   § 10. Subdivision h of section 11-2105 of the administrative  code  of
 the  city of New York, as amended by chapter 555 of the laws of 2022, is
 amended to read as follows:
   h. When the grantor or grantee of a deed for a building used as  resi-
 dential real property [containing up to four family dwelling units] is a
 limited  liability  company,  the joint return shall not be accepted for
 filing unless it is accompanied  by  a  document  which  identifies  the
 [names  and  business  addresses of all members, managers, and any other
 authorized persons, if any, of such limited liability  company  and  the
 names  and business addresses or, if none, the business addresses of all
 shareholders, directors, officers, members, managers and partners of any
 limited liability company or other business entity that are  to  be  the
 members, managers or authorized persons, if any, of such limited liabil-
 ity company. The identification of such names and addresses shall not be
 deemed  an  unwarranted invasion of personal privacy pursuant to article
 six of the public officers law. If any such member, manager  or  author-
 ized person of the limited liability company is itself a limited liabil-
 ity  company or other business entity other than a publicly traded enti-
 ty, a REIT, an UPREIT, or a mutual fund, the names and addresses of  the
 shareholders, directors, officers, members, managers and partners of the
 limited  liability  company  or  other  business  entity  shall  also be
 disclosed until full disclosure of ultimate ownership by natural persons
 is achieved] BENEFICIAL OWNERS OF  SUCH  LIMITED  LIABILITY  COMPANY  IN
 ACCORDANCE  WITH SECTION TWO HUNDRED FIFTEEN OR EIGHT HUNDRED TEN OF THE
 LIMITED LIABILITY COMPANY LAW, AS APPLICABLE.    For  purposes  of  this
 subdivision,  the  terms  ["members",  "managers", "authorized person",]
 "BENEFICIAL OWNERS" AND "limited liability company" [and "other business
 entity"] shall have the same meaning  as  those  terms  are  defined  in
 section one hundred two of the limited liability company law.
   §  11. The tax law is amended by adding a new section 171-x to read as
 follows:
   § 171-X. INFORMATION SHARING WITH THE DEPARTMENT  OF  STATE  REGARDING
 BENEFICIAL OWNERS OF LIMITED LIABILITY COMPANIES. NOTWITHSTANDING SUBDI-
 VISION  (A)  OF SECTION FOURTEEN HUNDRED EIGHTEEN OF THIS CHAPTER OR ANY
 OTHER LAW, THE COMMISSIONER SHALL RELEASE TO  THE  DEPARTMENT  OF  STATE
 INFORMATION  REGARDING  BENEFICIAL OWNERS OF LIMITED LIABILITY COMPANIES
 WHICH IS REPORTED TO THE DEPARTMENT EITHER  ON  A  FORM  ISSUED  BY  THE
 DEPARTMENT  OR  ANY  OTHER  METHOD  OF  REPORT  TO THE DEPARTMENT.   FOR
 PURPOSES OF THIS SECTION, THE TERMS  "BENEFICIAL  OWNERS"  AND  "LIMITED
 A. 3484                             6
 
 LIABILITY  COMPANY"  SHALL  HAVE  THE  SAME  MEANING  AS THOSE TERMS ARE
 DEFINED IN SECTION ONE HUNDRED TWO OF THE LIMITED LIABILITY COMPANY LAW.
   §  12.  The  executive law is amended by adding a new section 100-b to
 read as follows:
   § 100-B. CORPORATION AND  BUSINESS  ENTITY  DATABASE;  INFORMATION  ON
 BENEFICIAL  OWNERS.  1. THE SECRETARY OF STATE SHALL ASSIGN EACH BENEFI-
 CIAL OWNER OF A LIMITED LIABILITY COMPANY AN ANONYMIZED UNIQUE IDENTIFY-
 ING NUMBER AND PUBLISH SUCH NUMBER IN RELATION TO ANY AFFILIATED  COMPA-
 NIES,  IN  ADDITION  TO SUCH BENEFICIAL OWNER'S NAME, DATE OF BIRTH, AND
 BUSINESS ADDRESS, IN THE CORPORATION AND BUSINESS ENTITY DATABASE OR ANY
 SUBSEQUENT DATABASE WHICH IS MAINTAINED BY THE DIVISION OF  CORPORATIONS
 WITHIN  THE  DEPARTMENT  OF  STATE.   DATA ASSOCIATED WITH EVERY LIMITED
 LIABILITY COMPANY REGISTERED TO TRANSACT  BUSINESS  IN  NEW  YORK  STATE
 SHALL  BE PUBLISHED ONLINE IN A DOWNLOADABLE SPREADSHEET FORMAT AT LEAST
 ONCE ANNUALLY, OR OTHERWISE IN ANY MANNER COMPATIBLE WITH  THE  REQUIRE-
 MENTS OF EXECUTIVE ORDER NINETY-FIVE, DATED MARCH ELEVENTH, TWO THOUSAND
 THIRTEEN. SUCH DATA SHALL ALSO INCLUDE THE NAME, DATE OF BIRTH, BUSINESS
 ADDRESS,  AND  ANONYMIZED  UNIQUE IDENTIFYING NUMBER OF EVERY BENEFICIAL
 OWNER OF EACH LIMITED LIABILITY COMPANY. IF A BENEFICIAL OWNER HAS  BEEN
 ISSUED  A  WAIVER  PURSUANT TO SUBDIVISION TWO OF THIS SECTION, ONLY THE
 ANONYMIZED UNIQUE IDENTIFYING NUMBER  ASSOCIATED  WITH  SUCH  BENEFICIAL
 OWNER  SHALL BE PUBLISHED IN RELATION TO EACH AFFILIATED LIMITED LIABIL-
 ITY COMPANY. FOR PURPOSES OF THIS SECTION, THE TERMS "BENEFICIAL  OWNER"
 AND  "LIMITED  LIABILITY  COMPANY"  SHALL HAVE THE SAME MEANING AS THOSE
 TERMS ARE DEFINED IN SECTION ONE HUNDRED TWO OF  THE  LIMITED  LIABILITY
 COMPANY LAW.
   2.  THE DEPARTMENT SHALL ESTABLISH, THROUGH REGULATIONS, PROCEDURES TO
 ALLOW BENEFICIAL OWNERS WITH SIGNIFICANT PRIVACY INTERESTS TO APPLY  FOR
 A WAIVER TO WITHHOLD ALL PERSONAL OR IDENTIFYING INFORMATION FROM PUBLIC
 DISCLOSURE.  THE ISSUANCE OF A WAIVER SHALL BE UPON GOOD CAUSE SHOWN AND
 IN THE PUBLIC INTEREST. IF  A  BENEFICIAL  OWNER  IS  A  NATURAL  PERSON
 PARTICIPATING  IN AN ADDRESS CONFIDENTIALITY PROGRAM OR IS A MEMBER OF A
 LIMITED LIABILITY COMPANY ACTING AS A RELATOR IN A QUI TAM ACTION  FILED
 PURSUANT  TO  SECTION  ONE HUNDRED NINETY OF THE STATE FINANCE LAW OR 31
 U.S.C. SECTION 3729, SUCH BENEFICIAL OWNER SHALL  BE  PRESUMED  TO  HAVE
 GOOD  CAUSE  AND  PRIVACY  IN THE PUBLIC INTEREST. THE LIMITED LIABILITY
 COMPANY MAY SUBMIT DOCUMENTATION INDICATING SUCH STATUS TO  THE  DEPART-
 MENT,  AND THE DEPARTMENT SHALL PROVIDE GUIDANCE ON ITS WEBSITE INDICAT-
 ING WHAT DOCUMENTATION IS ACCEPTABLE AS PROOF OF SUCH  STATUS  OR  OTHER
 GOOD  CAUSE  FOR ISSUANCE OF A WAIVER. THE DEPARTMENT SHALL ALSO PROVIDE
 NOTICE ON ITS WEBSITE THAT BENEFICIAL OWNERS NOT IN RECEIPT  OF  SUCH  A
 WAIVER  MAY BE PUBLICLY IDENTIFIED AND GUIDANCE ON ITS WEBSITE REGARDING
 COMPLIANCE WITH BENEFICIAL OWNERSHIP DISCLOSURE REQUIREMENTS.
   § 13. By January 1, 2025, each reporting company created on or  before
 the  effective  date  of  this act shall file an initial report with the
 department of state and each exempt company shall file  with the depart-
 ment of state a statement signed by a member or manager  indicating  the
 specific  exemption or exemptions such exempt company claims against its
 obligation to file an initial report.
   § 14. This act shall take effect on the three hundred sixty-fifth  day
 after  it  shall have become a law. Effective immediately, the addition,
 amendment and/or repeal of any rule  or  regulation  necessary  for  the
 implementation  of  this  act on its effective date are authorized to be
 made and completed on or before such effective date.