Oct. 3, 2024
Since we’re closing in on the end of 2024, we want to provide this update to our clients concerning the upcoming reporting deadline under the Corporate Transparency Act (CTA). If your entity was created or registered to do business in the United States before Jan. 1, 2024, you are required to file your initial Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN) by Jan. 1, 2025.
Overview
As a reminder, the CTA requires many U.S. entities and foreign entities registered to do business in the U.S. to file BOI reports disclosing information about the entity and its beneficial owners. Beneficial owners are individuals who, directly or indirectly, either:
Reporting Deadlines
There are certain reporting deadlines associated with the CTA:
Furthermore, the CTA provides for potential civil and criminal penalties for non-compliance. Additional details can be found in our previous thought leadership covering the CTA.
Reporting Roadmap
Beneficial Ownership Inquiries
The ownership structures of many entities, particularly those featuring complex ownership or management arrangements, can make determining (i) whether an exemption applies to a reporting company and (ii) who qualifies as a beneficial owner under the CTA quite complex. Clients should be aware that they may wish to seek additional guidance on what constitutes an exemption, especially given the intricacy of some corporate structures.
If you have not already begun to address these matters, we encourage you to do so as soon as possible. In the event you should decide to seek additional guidance on what constitutes an exemption, especially given the intricacy of some corporate structures, we stand ready to assist in navigating this developing regulatory landscape.
About the Author: Jeff Perry leads a vibrant private markets practice centered around complex business transactions. Jeff regularly advises companies regarding securities, corporate, and regulatory matters and practices out of the firm’s Atlanta and Washington, D.C. offices.
These materials have been prepared for informational purposes only and are not legal advice. This information is not intended to create, and receipt of it does not constitute, an attorney-client relationship. Internet subscribers and online readers should not act upon this information without seeking professional counsel.