Important Notice Regarding Corporate Transparency Act Reporting

As part of our commitment to keep you informed about regulatory changes, we’d like to bring your attention to the Corporate Transparency Act (CTA), which went into effect on January 1, 2024. The CTA aims to enhance transparency by requiring certain companies to report information about their beneficial ownership. In 2021, Congress passed the Corporate Transparency Act on a bipartisan basis. This law creates a new beneficial ownership information (BOI) reporting requirement as part of the U.S. government’s efforts to make it harder for bad actors to hide or benefit from their ill-gotten gains through shell companies or other opaque ownership structures. Beneficial ownership information refers to identifying information about the individuals who directly or indirectly own or control a company. More information is available on the FinCEN website: https://fincen.gov/boi

Although F+H cannot directly assist you with filing your report, our firm is here to provide guidance and help direct you to the necessary third-party resources to complete your registration independently and monitor filing changes. We strongly urge you to take immediate action to ensure compliance.

Key Points

1. Reporting Requirement: Many entities are now required to report information to the Financial Crimes Enforcement Network (FinCEN) about the individuals who ultimately own or control them. Required entities include all LLCs, corporations, some partnerships, and trusts (if registration documents are filed with a state office), and foundations (if certain exceptions are not allowed).
2. Reporting Deadline:
   • Existing Businesses: If your business was created or registered to do business in the United States before January 1, 2024, you must file your initial beneficial ownership report by January 1, 2025.
   • Newly Created Businesses:
     • Companies formed during 2024, should file their reports promptly upon creation and no later than 90 days after formation.
     • Companies formed during 2025 and after, should file their reports promptly upon creation and no later than 30 days after formation.
3. How to File:
   • Reach out to your Attorney to assist you with the BOI filing.
   • Use the BOI E-Filing System on the FinCEN website to submit your report, BOI E-FILING.
     • You may also need to create a FinCEN ID if you haven’t already done so, FinCEN ID | Financial Crimes Enforcement Network (FinCEN).
     • Be cautious of fraudulent attempts to solicit information related to CTA reporting. FinCEN does not charge any fees for filing directly with them, and they do not request payment via correspondence.
   • In addition to the methods above, F+H is recommending TRUSS BOI eFile to make this process easy and quick (~8mins). Use this link https://secure.boi-efile.com/form/friedmanhueyassociatesllp. This platform will guide you through the filing process. The fee is $224 per filing paid to TRUSS.
   • Contact F+H if you would like additional options for other filing resources.
4. Consequences of Ignoring New Compliance Requirements – failure to file by the January 1, 2025 deadline can result in significant penalties including:
   • Fines up to $500 per violation, per day
   • Possible imprisonment for willful violations
   • Reputational damage and potential business disruptions.
   • The same penalties apply to both business and family office owners.
5. Exemptions: In very limited circumstances, some entities may qualify for exemptions from filing. FinCen provides a list of the types of entities exempted, Beneficial Ownership Information | FinCEN.gov.

If you have any questions or need further guidance, please feel free to reach out to our team. We’re here to help!