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Our attorneys stay on top of changes in legislation, agency regulations, case law, and industry trends—then craft timely legal alerts to keep clients up to date on legal developments important to their business.

March 19, 2024

Beneficial Ownership Reporting Requirements Under the CTA: Quarterly Reminder

We previously examined the guidelines and applicability of reporting obligations under the Corporate Transparency Act (CTA), which became effective on January 1, 2024.

As a result of the CTA, corporations, limited liability companies (LLCs), limited partnerships, and other qualifying entities (reporting companies) are now mandated to disclose and keep current identifying information with the Financial Crimes Enforcement Network (FinCEN) through the filing of Beneficial Ownership Interest (BOI) reports, which include:

  • Its legal name
  • Any trade names 
  • The principal place of business 
  • Jurisdiction(s) of registration 
  • The Taxpayer Identification Number (TIN) affiliated with the entity
  • Identifying information about the individuals who directly or indirectly own or control a reporting company

Entities formed after January 1, 2024, and before January 1, 2025, must file their initial BOI report within 90 calendar days after formation (those formed after December 31, 2024, will have 30 days after formation), whereas entities formed before January 1, 2024, have until January 1, 2025, to file their initial BOI report.

While a Federal District Court in Alabama has declared the CTA unconstitutional, we advise reporting companies to continue to comply with the CTA as the case works its way through the courts. We will provide updates as developments arise.

A similar effort for transparency is underway in New York State, where Governor Kathy Hochul signed Senate Bill 8059 on March 1, 2024, requiring all domestic and foreign LLCs authorized to do business in New York State to file a beneficial ownership disclosure with the New York Department of State. This law is proposed to take effect on January 1, 2026.

Attorneys in Barclay Damon’s Corporate Practice Area continue to monitor CTA guidance and developments in beneficial ownership reporting laws in New York State.

If you have any questions regarding the content of this alert, please contact Jim Canfield or Mike Moore, Corporate Practice Area co-chairs, at jcanfield@barclaydamon.com and mmoore@barclaydamon.com; Karina Shahine, associate, at kshahine@barclaydamon.com; Danielle Katz, associate, at dkatz@barclaydamon.com; or another member of the firm’s Corporate Practice Area.
 

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