Does My Business Need to Comply with the Corporate Transparency Act?
Does the Beneficial Ownership Information Report (BOIR) under the Corporate Transparency Act (CTA) apply to me and my business?
UPDATE:
On December 26, 2024 the Fifth Circuit Court of Appeals reversed itself. For the time being, there is no deadline for compliance with the BOIR. The court held: “in order to preserve the constitutional status quo while the merits panel considers the parties’ weighty substantive arguments, that part of the motions-panel order granting the Government’s motion to stay the district court’s preliminary injunction enjoining enforcement of the CTA and the Reporting Rule is VACATED.”
UPDATE:
On December 23, 2024 the Fifth Circuit Court of Appeals reinstated the BOIR reporting requirement by overturning Judge Mazzant’s December 3, 2024 injunction. The reporting deadlines is extended to January 13, 2025.
UPDATE:
On December 3, 2024, Federal District Judge Mazzant (in the Eastern District of Texas) issued an 80 page order granting a nationwide preliminary injunction against the enforcement of the Corporate Transparency Act (CTA). The compliance deadline of January 1, 2025 has been stayed. For the time being, you do not need to comply with the BOIR listed below.
Judge Mazzant stated, “the CTA is likely unconstitutional as outside of Congress’s power. Because the Reporting Rule implements the CTA, it is likely unconstitutional for the same reasons”
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You will need to file this report yourself as it requires personally identifiable information. My office is unable to complete the filing on your behalf.
Applicability: You may need to comply with the Beneficial Ownership Information Report (BOIR) under the Corporate Transparency Act (CTA):
You own a small business (LLC, Corporation, etc.).
Your small business has 20 or fewer full-time employees and less than $5 million in revenue.
Reporting Requirements:
Small businesses meeting the criteria must report beneficial owners if formed before 2024.
For those formed in 2024, information on company applicants must also be provided.
Reporting Company Definition:
Any domestic or foreign corporation, LLC, or similar entity formed or registered to do business, unless exempted.
Exceptions:
Excludes public companies, banks, insurance companies, charities, and businesses with over 20 employees and $5 million revenue.
Beneficial Owner:
An individual owning or controlling 25% of the ownership interest or having substantial control over the company.
Company Applicant:
An individual applying to form or register an entity.
Reporting Platform:
Use the FinCEN online portal for filing (https://boiefiling.fincen.gov/), with no annual requirement.
Updates are necessary only upon changes in beneficial ownership.
Information Required:
Reporting Company correct entity name, Entity Tax ID, Entity Address.
Beneficial Owner’s Name(s), date(s) of birth, address, and identifying document details – Passport or Driver’s License that you will upload.
Deadlines:
New entities formed after January 1, 2024, have 30 days to comply.
Entities formed before January 1, 2024, have until January 1, 2025, to comply.
Penalties:
Failure to comply or providing false information can result in fines up to $500 per day and imprisonment up to two years.
Website Link to File: https://boiefiling.fincen.gov/
You will need to file this report yourself as it requires personally identifiable information. My office is unable to complete the filing on your behalf.
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