The Corporate Transparency Act (“CTA”) was enacted on January 1, 2021 to prevent and combat illicit corporate activities including money laundering, terrorist financing, and tax fraud. In addition to expanding existing anti-money laundering regulations, the CTA also created reporting requirements for certain domestic and foreign business entities via the Treasury Department’s Financial Crimes Enforcement Network’s (FinCEN) Beneficial Ownership Reporting Rules.
The CTA and its accompanying FinCEN reporting rules require “Reporting Companies” to file a Beneficial Ownership Information Report (“BOI Report”) with FinCEN. Properly filed BOI Reports must include identifying information about the Reporting Company, its “Beneficial Owner(s)”, and, if the company was formed on or after January 1, 2024, the “Company Applicant(s)”. The Beneficial Ownership Reporting Rules go into effect on January 1, 2024. The CTA is far reaching and will impact tens of millions of businesses.
Reporting Companies formed before January 1, 2024 must file their report before January 1, 2025. Those formed on or after January 1, 2024, but before January 1, 2025, must file their report within 90 days of formation. Reporting Companies formed on or after January 1, 2025 must file their report within 30 days of formation.