When a limited liability company (LLC) is the seller or buyer in a deed transfer of a building containing up to four family dwelling units, Form TP-584 or Form TP-584-NYC cannot be accepted for filing unless accompanied by documentation that identifies the names and addresses of all members, managers and other authorized persons of the LLC. If any member of the LLC is itself an LLC or other business entity, other than a publicly traded company, a REIT, a UPREIT, or a mutual fund, the names and addresses of the shareholders, directors, officers, members, managers and/or partners of that LLC or other business entity must also be provided until ultimate ownership by natural persons is disclosed.
The term authorized person means a person, whether or not a member, who is authorized by the operating agreement, or otherwise, to act on behalf of an LLC or foreign LLC.
The term natural person means a human being, as opposed to an artificial person, who is the beneficial owner of the real property. A natural person does not include a corporation or partnership, natural person(s) operating a business under a d/b/a (doing business as), an estate (such as the estate of a bankrupt or deceased person), or a trust.
Example: On September 16, 2019, RRP, LLC, a single-member LLC, is the seller in a deed transfer of a two-family house to an individual. RRP, LLC’s single-member is ABC Partnership. ABC Partnership has four individual partners and one partner, RRP2, LLC, that is a multiple-member LLC. RRP2, LLC has three individual members. Provide documentation for:
- all managers and other authorized persons of RRP, LLC;
- ABC Partnership;
- ABC Partnership’s four individual partners;
- RRP2, LLC;
- RRP2, LLC’s three individual members;
- all officers and directors of ABC Partnership; and
- all officers, directors, and managers of RRP2, LLC.