The Corporate Transparency Act (CTA) and Beneficial Ownership Information (BOI) Reporting Requirements
December 15, 2023
The Corporate Transparency Act introduces new reporting requirements for companies conducting business in the United States. Effective January 1, 2024, nearly all companies (with a few exceptions i.e., public reporting companies) will be required to file Beneficial Ownership Information (BOI) reports to the Financial Crimes Enforcement Network (FinCEN).
For companies existing on or before January 1, 2024, the Initial Report is due on or before January 1, 2025.
For companies formed after January 1, 2024, but prior to January 1, 2025, the Initial Report is due within 90 calendar days after formation.
For companies formed after January 1, 2025, the Initial Report is due within 30 calendar days after formation.
The BOI report is not an annual requirement, and therefore, each company is only required to file an initial BOI report. However, any changes to the information provided in a previous report must be submitted to FinCEN within 30 days of the change.
Reporting companies will need to file their reports electronically using the beneficial ownership secure system (BOSS), created by FinCEN. The system will be available beginning January 1, 2024.
Companies will be required to provide the following information about the company:
The full legal company name
Any trade names, “doing business as” (d/b/a), or “trading as” (t/a) names
The address of its principal place of business within the United States.
Entities registered outside of the U.S. will be required to list their primary address within the U.S. (a P.O. box or third-party address is not acceptable)
The jurisdiction of formation or registration
An IRS-issued Employer Identification Number (EIN) or Taxpayer Identification Number (TIN).
Beneficial ownership
Companies will be required to provide the following information about every 25% or more owner, director, executive officer, and anyone else who exercises substantial control over the company:
Full legal name
Date of birth
Residential street address
A unique identifying number (which may be a non-expired U.S. passport, a non-expired identification document, such as a driver's license, issued by a state, local government or Indian tribe, or a non-expired passport issued by a foreign government if the individual does not possess any of the other document types listed)
An image file of the document that provides the unique identifying number
Willfully providing false information or failing to report complete information to FinCEN can result in fines up to $10,000 and imprisonment for up to two years.
Contact Us
We can help you complete and file the required documents. Please reach out to our corporate law department by phone at (949) 788-8900 or by email to info@fkbrlegal.com.
