Key Trends in New Jersey Corporate Law 2025

Businesses with operations in New Jersey face new legal requirements that affect how they manage hiring, taxes, data privacy, and investment strategy. This update outlines recent legislative and regulatory changes that impose new obligations and potential risks for employers, corporate taxpayers, and companies engaged in digital commerce or AI development. Understanding these developments is critical to maintaining compliance, controlling costs, and identifying available incentives.

Pay Transparency Law (Effective June 1st, 2025)

New Jersey employers with 10 or more employees over a period of 20 calendar weeks must include salary ranges and general benefit information in all job postings. This includes internal promotions and transfers. The law applies to any employer doing business in the state or accepting applications from New Jersey, regardless of the company’s location.

Employers must also make reasonable efforts to inform current employees about promotional opportunities. The law imposes civil penalties of up to $300 for the first violation and $600 for subsequent violations.

The statute does not clarify whether the 10-employee threshold includes employees based outside New Jersey. Job placement and referral agencies are also subject to the law.

There is no private right of action. However, employees who face retaliation after reporting violations may have claims under the Conscientious Employee Protection Act.

Employers must update job postings, train managers, and ensure internal procedures comply with the law by the June 1 deadline.

Corporate Transit Fee (Effective January 1st, 2024)

Corporations with taxable net income over $10 million allocated to New Jersey must pay a 2.5% surtax, increasing their top tax rate to 11.5%. The fee applies to taxpayers filing Form CBT-100 or CBT-100U. It does not apply to public utilities or New Jersey S corporations.

The surtax is in effect through December 31, 2028. Businesses cannot use tax credits to offset this fee. Companies operating in multiple states should reassess their apportionment and entity structure.

Short-period returns for 2024 must include a rider with fee calculations. A separate line for the fee will appear on the 2024 and future CBT forms. No interest or penalties will apply to underpayments during the first year.

New Jersey Data Protection Act (Effective January 15th, 2025)

The NJDPA applies to businesses that process personal data of at least 100,000 New Jersey residents or 25,000 if they derive revenue from selling that data. Nonprofits and educational institutions are included while some entities, such as certain financial and insurance institutions are exempt.

The law grants consumers the right to access, correct, delete, and opt out of the sale or targeted use of their personal data. It excludes personal data collected in employment or commercial contexts.

Controllers must implement privacy notices, data minimization policies, and secure opt-out mechanisms. Consent is required before collecting or using sensitive data. Sensitive data includes racial or ethnic origin, religion, health, financial information, sexual orientation, immigration or citizenship status, biometric data, and geolocation. Data from known children also qualifies.

Controllers must honor global opt-out signals by July 15, 2025. A 30-day cure period for violations runs through July 15, 2026. After that, the Attorney General may take enforcement actions. There is no private right of action.

Proposed Corporation Business Tax (CBT) Regulation Amendments

The Division of Taxation has proposed rules to update CBT enforcement in light of the digital economy.

Economic Nexus: 
Businesses with more than $100,000 in New Jersey-source revenue or 200+ transactions may be subject to CBT, even without a physical presence in the state.

P.L. 86-272 Limitations:
Activities such as online job applications, chat support, or warranty services may void federal tax immunity under P.L. 86-272. Selling financial instruments or digital assets—including NFTs and cryptocurrency—also falls outside of protection. Companies using marketplace facilitators with fulfillment centers in New Jersey do not qualify for immunity. Streaming services are not protected.

Net Operating Losses (NOLs):
The amendments clarify how NOLs are shared in combined returns and under what conditions NOLs from closed years may be adjusted.

These changes will increase tax exposure for businesses with online operations and should prompt tax planning. The proposed rules were published on February 18, 2025, and are pending final adoption.

AI and Data Center Tax Incentives

New Jersey created the “Next New Jersey Program – AI,” a $500 million tax credit initiative to attract AI companies and data centers. Eligible businesses must invest at least $100 million and create 100 full-time New Jersey jobs. The jobs must pay at least 120% of the county median wage and require employees to be on-site at least 80% of the time.

Eligible businesses must also partner with a New Jersey university, research center, incubator, or similar entity. The value of this collaboration must equal at least 10% of the awarded tax credit.

Credits are issued over five years during a ten-year commitment period. They are transferable and include a ten-year carryforward. The maximum credit is the lesser of (1) 0.1% of capital investment × number of new jobs, (2) 25% of capital investment, or (3) $250 million.

Applications are accepted on a rolling basis through March 1, 2029. Credits are awarded subject to availability.