The January 1 reporting deadline is approaching for a new law, the bipartisan Corporate Transparency Act (CTA). The CTA was enacted in 2021 with the primary purpose to curb illicit financing and money laundering by requiring that certain companies file beneficial ownership information (BOI) reports with the U.S. Department of Treasury’s Financial Crimes Enforcement Network (FinCEN). The BOI reports must disclose information about the individuals who ultimately own or control the entities, including: 

1. Name 
2. Date of birth 
3. Address 
4. Identifying number from a non-expired U.S. driver’s license, state issued ID, or U.S. passport 

Which Companies Must Report 

Companies that are registered as corporations (C Corps or S Corps) or limited liability companies (LLCs) are required to report BOI information unless they fall under a stated exemption. Examples of entities that are exempt from reporting include: large companies (more than 20 full-time employees and more than $5 million in gross revenue), tax-exempt 501(c)(3) entities, and companies operating in more highly regulated industries (insurance, banking, securities, and accounting). 

For required reporting companies, it is important to note that BOI reports are not included as part of an income tax filing. It is a separate reporting requirement with separate deadlines that is independent of any income tax filing requirements. For example, a BOI report is required for a single-member LLC even though a separate income tax filing is not. 

Reporting Deadlines 

Companies that are not exempt from reporting must file their initial reports by the following deadlines: 

• Existing companies: Reporting companies created or registered to do business in the United States before January 1, 2024, must file by January 1, 2025. 

• Newly created or registered companies: Reporting companies created or registered to do business in the United States in 2024 have 90 calendar days to file after receiving actual or public notice that their company’s creation or registration is effective. 

• Companies created in 2025 or later: 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 report. 

How to Report and Other Resources 

Companies may file their report through the FinCEN website: boiefiling.fincen.gov. 

• There is no fee to report.  

• Beneficial ownership reporting is not an annual requirement. A report needs to be submitted once and only needs to be refiled when information needs to be updated or corrected.  

• Failure to file a report or update ownership information changes can result in harsh civil and criminal penalties. 

• FinCEN has published a list of frequently asked questions to address compliance and reporting questions. It also has a short video and quick reference guide on its website. 

CCM is providing this update as a courtesy, as we serve many business owners. We encourage you to use the resources above to complete your filing and we are happy to answer any additional questions you may have.