Deadlines for reporting BOI to FinCEN for the CTA

Very Important Acronym Soup – Read on, to Understand Your Obligations

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Financial Crimes Enforcement Network (FinCEN)

Corporate Transparency Act (CTA)

Beneficial Ownership Information (BOI)

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Nearly All Entities Are Required To File

FinCEN issued a final rule on September 29, 2022 (Final Rule) implementing the reporting provisions of the Corporate Transparency Act (CTA). The Act is part of the Anti-Money Laundering Act of 2020, which included a host of other significant updates intended to combat money-laundering, tax fraud and the financing of terrorism. Entities subject to the CTA must file a Beneficial Ownership Information Report (BOI report) within the timeframes set out in the CTA.

Filing Deadlines for Entities subject to the CTA:

1. Within 90 days of Entity formation
   1. For Entities formed from January 01, 2024 <to> January 01, 2025.
2. January 01, 2025
   1. For Entities formed before January 01, 2024
3. Within 30 days of Entity formation
   1. For Entities formed on or after January 01, 2025

Exemptions:

1. Large Operating Companies with US presence.
2. Companies registered with the SEC under the Securities Exchange Act of 1934, the Investment Company Act of 1940, or the Investment Advisers Act of 1940.
3. Companies whose ownership interests are controlled or wholly owned, directly or indirectly, by one or more entities that themselves qualify for certain exemptions.

Reference Materials:

• https://www.fincen.gov/boi/Reference-materials

Small Entity Compliance Guide:

• https://www.fincen.gov/boi/small-entity-compliance-guide

How to File:

• https://www.fincen.gov/boi

Ready to File:

• https://boiefiling.fincen.gov/

Check your local state reporting requirements, as some states have introduced similar laws for parallel reporting, New York is one such state.