What is the CTA?
In 2021, Congress enacted the Corporate Transparency Act (CTA) to curb illicit finance.
This law requires companies to report information about who ultimately owns or controls them.
What is the Federal Reporting Requirement for Beneficial Ownership Information (BOI)?
Effective January 1, 2024, companies in the United States must report information about their beneficial owners to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury.
The BOI reporting is not an annual requirement. Unless a company needs to update or correct information, a report only needs to be submitted once.
Do I Have to Report BOI?
It depends if your company is deemed a Reporting Company and if it is exempt or not.
To find out if your company is a Reporting Company and if it is an Exempt Entity, CLICK HERE.
What if My Company Does Not Report BOI Timely or Reports False or Fraudulent BOI?
Criminal penalties: Imprisonment up to 2 years and/or fine up to $10,000.
Civil penalties of up to $500 per day for continued violations.
Senior officers of an entity that fails to file a required BOI report may be held accountable for that failure.
Who is a beneficial owner?
The individual(s) who ultimately own or control the company is (are) the beneficial owner(s) of the company.
Who Has to Report?
Companies required to report are called “reporting companies.”
Reporting companies may have to obtain information from their beneficial owners and report that information to FinCEN.
Your company may be required to file the BOI report if it is:
1. A corporation, a limited liability company (LLC), or was otherwise created in the United States under the law of a state or Indian tribe; OR
2. A foreign company was registered to do business in any U.S. state or Indian tribe.
When Do I Need to Report BOI?
FinCEN began accepting BOI reports on January 1, 2024, but depending on when your company was created, your deadline to file a BOI report defers by entity.
Below are the deadlines you should know:
- If your company was created or registered prior to January 1, 2024, you will have until January 1, 2025, to report BOI.
- If your company is created or registered in 2024, you must report BOI within 90 calendar days.
- If your company is created or registered on or after January 1, 2025, you must file BOI within 30 calendar days.
- Any updates or corrections to beneficial ownership information that you previously filed with FinCEN must be submitted within 30 days.
Are there Exemptions from BOI Reporting?
Yes. The CTA recognizes 23 types of entities as exempt from BOI reporting requirements (including publicly traded companies, nonprofits, and certain large operating companies).
To find out if your company qualifies as an Exempt Entity, CLICK HERE.
How Do I Report BOI?
Reporting companies can report BOI electronically directly through FinCEN’s website.
However, if you need assistance, MAROUS LAW has a team of trained and experienced members ready and able to take this burden from you.
If you want our help, send us an email today at [email protected], and a team member will connect with you right away.