Update

On January 23, 2025, the U.S. Supreme Court lifted the nationwide injunction on the enforcement of the CTA. As a result, beneficial ownership information (BOI) reporting requirements are now mandatory.

While we await further guidance from FinCEN on updated reporting deadlines and potential penalties for non-compliance, we strongly encourage you to take proactive steps to meet the CTA’s mandatory BOI reporting obligations. We strongly encourage you to see your attorney about your business and compliance.

More information is available on FinCEN’s website (https://www.fincen.gov/boi).

The Corporate Transparency Act (CTA) requires companies formed and/or operating in the US to disclose information about the entity, officers of that entity, and beneficial owners with the Financial Crimes Enforcement Network (FinCEN), a division within the US Treasury Department.

Entities defined in this requirement are entities formed by a filing with a secretary of state, such as corporations, LLCs and LLPs.

If your entity was created by a filing with a secretary of state prior to January 1, 2024, initial report filing must be done with the FinCEN on-line before January 1, 2025.

Failing to file a report may subject the entity to civil and criminal penalties. The penalties are up to $500 for each day that the violation occurs, up to a maximum of $10,000, and imprisonment for up to two years.

If you created or registered in 2024 you must report with FinCEN within 90 days of forming or registering to do business in the US.

Official guidance issued by FinCEN can be found at https://www.fincen.gov/boi/Reference-materials

If you have any further questions, please see your attorney.