The Corporate Transparency Act (CTA), which became effective on January 1, 2024, requires a “reporting company” to file Beneficial Ownership Information (BOI) reports with the Financial Crimes Enforcement Network (FinCEN) of the U.S. Department of the Treasury.
The BOI reports require the disclosure of information about the reporting entity itself and two categories of individuals: beneficial owners and company applicants. There are civil and criminal penalties for failing to make required filings.
All of the tools needed to comply with the CTA can be found at FinCEN’s homepage for BOI reporting requirements, which can be accessed at https://www.fincen.gov/boi.
FinCEN’s homepage contains, in addition to other helpful information, links to the following resources:
- An Introduction to Beneficial Ownership Information Reporting, which is a three-page brochure that provides a brief introduction to reporting under the CTA;
- A FAQ Guide, which provides simple, straightforward answers to virtually all questions that could potentially arise under the CTA;
- A Small Entity Compliance Guide, which provides step-by-step guidance for required filings under the CTA;
- A link to subscribe to future FinCEN updates regarding the CTA;
- Access to FinCEN representatives, by email or telephone, to obtain answers to questions and other assistance;
- A portal for the direct electronic filing with FinCEN of required BOI reports; and
- Confirmation, upon completion of a BOI report, that FinCEN has received the report.
FinCEN states that it has provided all of the foregoing resources in an effort to enable small businesses to comply with the CTA without the required assistance of attorneys or accountants.
Companies subject to the CTA are in the best (and, typically, only) position to ensure timely, accurate, complete, secure and up-to-date filings with FinCEN. This is particularly so because (a) the CTA requires the disclosure of the name, date of birth, address, and the identifying number, issuing jurisdiction and an image of a U.S. passport, state driver’s license or other permitted means of confirming the identity of each individual disclosed in a BOI report, and (b) the CTA further requires the timely updating of prior BOI reports to reflect any changes in previously reported information.
FOR ALL OF THE FOREGOING REASONS, PLEASE BE ADVISED THAT MPS IS NOT MAKING ANY FILINGS UNDER THE CTA ON BEHALF OF ANY PERSON OR ENTITY, THAT MPS DOES NOT ACCEPT ANY ENGAGEMENT TO MAKE ANY FILINGS FOR ANY PERSON OR ENTITY UNDER THE CTA, AND THAT MPS DISCLAIMS ANY OBLIGATION TO PROVIDE ANY NOTICES OR SERVICES RELATING TO THE CTA TO ANY PERSON OR ENTITY.