The Corporate Transparency Act (CTA) establishes new reporting requirements for certain business entities to disclose their beneficial ownership information (BOI) to the Financial Crimes Enforcement Network (FinCEN). Compliance with the CTA’s filing deadlines is crucial to avoid potential fines and penalties. 

If you have not yet completed initial BOI reporting for your domestic or foreign entity doing business in the U.S., now is the time to act.

BOI Reporting Deadlines

UPDATE: on December 3, 2024 a US District Court in Texas temporarily enjoined enforcement of the CTA, so that the reporting deadline of January 1, 2025 is currently stayed. The preliminary injunction currently applies nationwide.

As of December 9, 2024, FinCEN acknowledged on its website that, in light of the preliminary injunction, reporting companies are not currently required to file beneficial ownership information (“BOI”) reports with FinCEN and are not subject to liability if they fail to do so.

That being said, a reporting company may choose to voluntarily submit the BOI reports. If the preliminary injunction is stayed or overturned, it’s uncertain how much – if any – additional time reporting companies will be provided to submit BOI reports. It is prudent for reporting companies to continue to gather the relevant information for their BOI reports and be ready to file on short notice.

The CTA went into effect on January 1, 2024, and any entity that was created or registered before the first of the year has until January 1, 2025, to file their initial BOI reports with FinCEN. Business entities created between January 1, 2024, and January 1, 2025, have 90 days from the date of receiving the actual or public notice of their creation to submit their BOI to Financial Crimes Enforcement Network (FinCEN). Businesses established on or after January 1, 2025, will have just 30 days to do the same.

Failure to comply with the Corporate Transparency Act’s reporting requirements can result in significant penalties, including up to two years of imprisonment and fines upwards of $500 per day for each day a violation continues.

Deadlines for Changes to Beneficial Ownership Information 

In addition to the initial filing requirement, businesses are also required to update their BOI reports if there are any changes in their beneficial ownership details. This could include changes to the beneficial owners’ names, addresses or ownership percentages, among other changes. Updated BOI reports must be filed with FinCEN within 30 days of a beneficial ownership information change.

Contact our Team at Sirulnik Law for Help

To ensure compliance with the CTA and avoid penalties for missing filing deadlines, Florida businesses should carefully monitor changes to their beneficial ownership information and stay on top of filing timely reports with FinCEN. Our attorneys at the Law Offices of Alex D. Sirulnik, P.A. are here to help. Contact our office today to ask your questions.