In 2021, the U.S. government enacted the U.S. Corporate Transparency Act (“CTA”), which went into effect January 1, 2024. The CTA requires all entities (limited partnerships, limited liability companies, corporations and any other entity that files a registration application with a secretary of state) to file a Beneficial Ownership Information Report (“BOI Report” or “Report”) with the U.S. Department of the Treasury Financial Crimes Enforcement Network (“FinCEN”), which discloses information about each significant beneficial owner of the entity. A significant beneficial owner is any person who controls or has a major influence on the entity’s decisions or operations (e.g., a general partner, managing partner, managing member, President, CEO, COO, etc.) or who owns at least a 25% interest in the entity (e.g., shareholder, limited partner, member).

For entities registered before January 1, 2024, the deadline for reporting is January 1, 2025. For companies registered between January 1, 2024 and January 1, 2025, the deadline is 90 days after actual notice of formation (registration) or public announcement (publication), whichever occurs first. Entities registered after January 1, 2025 must report within 30 days of registration or publication. Significant penalties may be imposed on entities that fail to report.

The BOI Report must be filed online. The website is www.fincen.gov. A copy of the BOI Report form is attached. If you would like us to complete and file the BOI Report for you, our charge will be $700 per beneficial owner. Please contact me at ar@gdblaw.com if you have any questions or if you would like us to prepare and file the BOI Report on your behalf.

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