To Our Bush Tecosky Goodman Feldman Clients and Friends,

 

The Corporate Transparency Act expanded anti-money laundering laws and created a new mandatory reporting requirement for companies doing business in the United States and its territories. Beginning in 2024, many small businesses are required to report information about their owners to the Financial Crimes Enforcement Network (FinCEN) to create a national database to prevent the use of shell companies used for criminal activity.

 

Who Must File:

All reporting companies must file reports. A company is considered a reporting company if a document was filed with the secretary of state ("SOS") or similar office to create or register the entity. Corporations, limited liability companies, and other entities formed through the SOS are subject to the reporting requirements.

 

What Information Must be Provided:

Beneficial ownership information ("801") must be reported for the reporting company's beneficial owners. 801 includes: an individual's:

  • Full legal name

  • Date of birth

  • Street address

  • Unique ID number

The unique ID number can be from a non-expired US passport, state driver's license, or other government-issued ID card. Two groups of individuals are considered beneficial owners of a reporting company: 

  • Any individual who directly or indirectly owns or controls at least 25°/o of the ownership interests of the reporting company.

  • Any individual who exercises substantial control over the reporting company.

There is no requirement that these individuals have actual ownership in the company to be considered a beneficial owner for reporting purposes. 

 

FinCEN Identifiers:

Individuals and reporting companies can request a FinCEN Identifier (FinCEN ID) to use in place of supplying detailed information on the report. A FinCEN ID is a unique number assigned by FinCEN which is obtained by submitting the same information as is required of a beneficial owner or reporting company. A FinCEN ID may be useful to individuals who prefer to send their personal information directly to FinCEN rather than through a reporting company, or to individuals who may be required to supply information as a beneficial owner or company applicant of several reporting companies.

 

Important Filing Dates:

For existing reporting companies created or registered before 2024, the initial report is due by January 1, 2025.

  • For reporting companies created or registered in 2024, the initial report is due 90 days after the entity's creation or registration.

  • For reporting companies created or registered after 2024, the initial report is due 30 days after the entity's creation or registration.



The penalties for willfully failing to file both initial and updated reports are steep-$500 per day that the report is late, up to $10,000, and imprisonment for up to two years.

If there is a change to previously reported information about the reporting company or its beneficial owners, an updated report must be filed within 30 days of the change. So, your company must implement a system to identify reportable changes and file an updated report with FinCEN in a timely manner.

 

How to File:

BOI reports must be filed electronically. FinCEN's e-filing portal, available at https://boiefiling.fincen.gov/, provides two methods to submit a report: ( 1) by filling out a web-based version of the form and submitting it online, or (2) by uploading a completed PDF version of the BOI report. Bush Tecosky Goodman Feldman LLC is offering to provide online filing to our clients for $250.00 per entity.

If you have any questions about these new reporting rules and how they affect your business, we would be happy to discuss them with you. FinCEN also has a Small Entity Compliance Guide and frequently asked questions to help guide businesses through the reporting requirements. These are available at https://www.fincen.gov/boi/small-business-resources.

Please complete the following and return to our office at your earliest convenience.

 

1.   I will complete the online required BOI report and forward a copy to BTGF LLC to be kept on file with my documentation.

 Signature ____________________________________________   Date _____________________

 

2.   I will have BTGF LLC complete and transmit the required BOI report on my behalf. I understand that there will be a $250.00 fee for the completed BOI report, payable on the date of transmission. I will be provided with a copy of the BOI report for my records.

 Signature ____________________________________________   Date _____________________

 

Sincerely,


Bush Tecosky Goodman Feldman LLC.