The Treasury Department has established the Corporate Transparency Act (CTA) which requires many companies to report information about their beneficial owners (i.e. the individuals who ultimately own or control the company). The company will have to report the information to the Financial Crimes Enforcement Network (FinCEN), which is a bureau of the Treasury Department, through an electronic filing system. If a Company was formed prior to January 1, 2024, the report must be filed by December 31, 2024. A Company formed after January 1, 2024 must file within 90 days of formation.
This Beneficial Ownership Information Report (BOI) and its requirements are broad and far-reaching. Generally, any corporation, limited liability company, or any other entity that is created by filing a document with a secretary of state or similar office under state laws is a reporting company that must disclose information regarding its beneficial owners to FinCEN under the CTA.
The penalties for willful failure to report or update beneficial ownership information may result in a civil penalty of up to $591 per day, and a criminal penalty of up to $10,000 and/or imprisonment of up to two years.
This report must be filed electronically and the company can do so in the following ways:
- File on its own via the FinCEN website
- Have the company attorney file the report (some attorneys are performing this filing)
- Have Roth & Spellman file the report
Roth & Spellman can provide tailored services to ensure compliance with this BOI reporting. This report is due on December 31, 2024 and FinCEN projects that 30 million reports will be filed. To date, less than 3 million reports have been filed. We recommend filing sooner rather than later to avoid any glitches with last minute filings.
If you would like our firm to prepare this filing, please contact us at 201-261-4700 no later than November 15, 2024 in order to ensure a timely filing.