Effective January 1, 2024, a substantial number of businesses are required to comply with the Corporate Transparency Act (“CTA”). The CTA requires the disclosure of the beneficial ownership information (“BOI”) of certain entities from people who own or control a company.
It is anticipated that 32.6 million businesses will be required to comply with this reporting requirement. The intent of the BOI reporting requirement is to help U.S. law enforcement combat money laundering, the financing of terrorism and other illicit activity.
The CTA is not a part of the tax code. Instead, it is a part of the Bank Secrecy Act, a set of federal laws that require record-keeping and report filing on certain types of financial transactions. Under the CTA, BOI reports will not be filed with the IRS, but with the Financial Crimes Enforcement Network (FinCEN), another agency of the Department of Treasury.
Report Due Dates
Based on current legislation, there are different report due dates, depending on when an entity is registered/formed or if there is a change to the beneficial owner’s information.
- New entities (created/registered in 2024) — must file within 90 days.
- New entities (created/registered after 12/31/2024) — must file within 30 days.
- Existing entities (created/registered before 1/1/24) — must file by 1/1/25.
- Reporting companies that have changes to previously reported information or discover inaccuracies in previously filed reports — must file within 30 days.
Filing of Beneficial Ownership Information Report
Please be advised that Lohman Company, PLLC will not complete BOI report filings on behalf of clients or otherwise. Lohman Company, PLLC will not provide any reminders or make any inquiries regarding, or provide any advice relating to, the preparation or filing of any updated reports with FinCEN on behalf of a reporting company and/or a beneficial owner.
We encourage you to familiarize yourself with the CTA reporting requirements. Each reporting company/beneficial owner can file the BOI report on its own through the Fincen.gov website (https://www.fincen.gov/boi), utilize a Third-Party CTA Service Provider, or possibly engage legal counsel for such purposes.
Third-Party CTA Service Providers
To assist you with your BOI report filings, the Arizona Secretary of State provides a link to a list of Third-Party CTA Service Providers which you may contact directly to assist you with completing and timely filing your requisite BOI reports in compliance with the CTA. https://azsos.gov/business/other-services/cta. Please note that each Third-Party CTA Service Provider has a fee schedule for CTA compliance work that you will want to fully understand prior to engaging any Third-Party CTA Service Provider for BOI report services.
Consequences of Willful Failure to File/Disclose BOI
Penalties for willfully not complying with the BOI reporting requirement can result in criminal and civil penalties and possible jail time.