What is the Corporate Transparency Act?
Enacted in 2021, the CTA aims to combat illicit activity, including tax fraud, money laundering, and financing for terrorism, by capturing more ownership information for specific U.S. businesses operating in or accessing the country's market. Under the new legislation, businesses that meet certain criteria must submit a Beneficial Ownership Information (BOI) Report to the U.S. Department of Treasury's Financial Crimes Enforcement Network (FinCEN), providing details identifying individuals associated with the reporting company. (US Chamber of Commerce)
What is the Beneficial Information Ownership Report (BIOR)?
Beneficial ownership information refers to identifying information about the individuals who directly or
indirectly own or control a company.
A reporting company created or registered to do business before January 1, 2024, will have until
January 1, 2025, to file its initial beneficial ownership information report.
A reporting company created or registered on or after January 1, 2024, and before January 1, 2025,
will have 90 calendar days after receiving notice of the company's creation or registration to file its
initial BOI report. This 90-calendar day deadline runs from when the company receives actual notice
that its creation or registration is effective or after a secretary of state or similar office first provides
public notice of its creation or registration, whichever is earlier.
Reporting companies created or registered on or after January 1, 2025, will have 30 calendar days
from actual or public notice that the company's creation or registration is effective to file their initial
BOI reports with FinCEN.
Companies required to report are called reporting companies. There are two types of reporting
companies:
- Domestic reporting companies are corporations, limited liability companies, and any other entities created by filing a document with a secretary of state or any similar office in the United States.
- Foreign reporting companies are entities (including corporations and limited liability companies) formed under the law of a foreign country that have registered to do business in the United States by filing a document with a secretary of state or any similar office.
Read more on the FinCEN FAQ Page.