CORPORATE TRANSPARENCY ACT OF 2023

The Corporate Transparency Act was passed in 2023 and requires companies to file Beneficial Ownership Information Reports (BOIR) with the Financial Crimes Enforcement Network (FinCen) to prevent the hiding of monies obtained illegally through shell companies and other ownership structures. 

Required Reporting

FinCen requires the preparation and filing of reports regarding ownership information for existing closely held entities and entities created in the future. While there are exceptions for certain entities which will not be required to file, it is likely that any entities you own will be required to file.

The information FinCen is requiring includes, but is not limited to, company name and tradenames, and information about the company’s “Beneficial Owners” who either exercise direct or indirect substantial control or own at least 25% of the ownership interests. In addition, changes to any of the required information to be filed must be updated within 30 days of change occurring.

The types of companies that are required to report include corporations, limited liability companies, limited partnerships, and any other entity that is created by the filing of documents with the Secretary of State.

Penalties for Not Filing

The penalties for not filing include both civil penalties and criminal penalties.

·       The civil penalties include fines of up to $500 for each day the violation continues.

·       The criminal penalties include imprisonment for two years or less and a fine of $10,000 or less.

Entities Created in 2024

If an entity was created in 2024, then that entity will have 90 calendar days to file after receipt from the Secretary of State that its creation or registration is effective. 

If you created an entity in 2024, you should immediately make arrangements to file with FinCen.

Entities Created Prior to 2024

 If an entity was created prior to January 1, 2024, then that entity must file by December 31, 2024.

The Law Offices of Paul R. Poulsen will NOT file with FinCen unless specifically requested. 

To have our office file with FinCen, please send the request to BOIR@prplaw.net  The fee for filing will be $100.00 per filing