Corporate Transparency Act

The following information about the reporting company must be included in the report:

• Company's legal name, and any trade name or “doing business as” name
• Street address of the principal place of business
• Jurisdiction in which the business was formed
• Tax identification number

Additionally, the reporting company must provide the following information about its beneficial owners, which are defined as persons who hold significant equity (25 percent or more ownership interest) in the reporting company or who exercise substantial control over the reporting company:

• Full legal name 
• Date of birth 
• Current address
• Unique identification number from an “acceptable identification document"

The CTA specifically targets smaller business entities. Businesses required to report under this regulation include corporations, limited liability companies, s-corps, LLPs, and other entities created by filing a document with any U.S. State. The majority of for-profit business entities will be required to file this report unless they qualify for an exemption.

Your business may also be exempt from the reporting requirements if it employs more than 20 full-time employees, filed a return showing more than $5 million in gross receipts or sales, and has a physical office located within the United States. 

You are exempt from filing if all six of the following apply:

• The entity was in existence on or before January 1, 2020.

• The entity is not engaged in active business.

• The entity is not owned by a foreign person, whether directly or indirectly, wholly or partially. “Foreign person” means a person who is NOT a United States person. A United States person is defined in section 7701(a)(30) of the Internal Revenue Code of 1986 as a citizen or resident of the United States, domestic partnership and corporation, and other estates and trusts. 

• The entity has not experienced any change in ownership in the preceding twelve-month period.

• The entity has not sent or received any funds in an amount greater than $1,000, either directly or through any financial account in which the entity or any affiliate of the entity had an interest, in the preceding twelve-month period.

• The entity does not otherwise hold any kind or type of assets, whether in the United States or abroad, including any ownership interest in any corporation, limited liability company, or other similar entity. 

If all criteria does not apply, you must file.

Entities created before January 1, 2024, must submit the required reports by January 1, 2025. 

A reporting company created on or after January 1, 2024, and before January 1, 2025, must file its initial report within 90 days of the entity’s creation.

Entities created on or after January 1, 2025, will have 30 days to submit the reports with FinCEN. 

Penalties for noncompliance may be steep. Willingly providing false information (including false identifying documents) to FinCEN, or failing to report complete BOI information, can result in: 

• Fines of $500 per day, up to $10,000
• Imprisonment for up to two years

Civil and criminal liability may be avoided if an individual who submitted an original, erroneous report did not knowingly submit inaccurate information and submits an updated report correcting the inaccurate information within ninety days. 

Yes, our firm can file your report. We have partnered with a nationally recognized company to streamline the filing process and simplify what our clients need to do. The process is quick and relatively easy, but we are here to help if there are questions along the way. Please contact our office at 815-758-6616 if you would like assistance with this mandatory filing.