If you have an interest in a LLC, corporation, limited partnership or any other entity that has been created by filing an organizational document with state officials, you need to be aware of this new reporting requirement.  Please review the information below carefully as there are significant penalties for failing to comply with this new law. Although our Firm does not handle these filings, we wanted to make you aware of the new law as a courtesy.

1.      What is the Corporate Transparency Act (“CTA”): The CTA went into effect on January 1, 2024. Under the CTA, many entities are required to report information about their beneficial owners to the Treasury Department’s Financial Crimes Enforcement Network (FinCEN). You can find a high level Willkie Client Alert here. There has been at least one (very narrowly tailored) challenge to the constitutionality of the CTA, but at this point we are recommending that clients prepare for filing in the event it is not overturned prior to the filing deadline. You should review this client alert, which describes the reporting requirements that went into effect on 1/1/24 for LLCs and certain other types of entities. 

2.      Deadline for Reporting BOI under CTA: The deadline for entities formed on or after 1/1/24 but before 1/1/25 is 90 days from the date of creation of the entity, and for entities formed prior to 1/1/24, the filing deadline is 1/1/25. 

3.      Reporting Logistics: There are significant penalties for failure to report under the CTA, so it is important that you give this your prompt attention. As our Firm does not handle the filings or reporting of the information, I have included below 4 options to complete the reporting requirements:

a.      You Handle. You, or one of your advisors, can gather the necessary information from the beneficial owners and complete and file the required report through the portal on the FinCEN website.

b.      You Hire Cogency Global Inc..  www.cogencyglobal.com

                                                              i.      You can gather the necessary information from the beneficial owners and provide that information along with the required information regarding the Reporting Company to Cogency Global Inc., who will file the required report with FinCEN for $119.

                                                             ii.      You can provide the required information regarding the Reporting Company to Cogency long with the names and e-mail addresses of the beneficial owners, and Cogency will gather the necessary information directly from the beneficial owners and file the required report with FinCEN.  The cost for each entity is $179.

c.       You Hire Corporation Service Company (CSC). www.cscglobal.com

                                                               i.      You can gather the necessary information from the beneficial owners and provide that information along with the required information regarding the Reporting Company to Corporation Service Company who will file the required report with FinCEN for $150.

                                                             ii.      You can provide the required information regarding the Reporting Company to CSC along with the names and e-mail addresses of the beneficial owners, and CSC will gather the necessary information directly from the beneficial owners and file the required report with FinCEN.  The cost for each entity is $150 for the filing and $55 per beneficial owner.

c.       You Hire CT Corporation.  www.ctcorporation.com   You gather the necessary information and provide that information along with the required information regarding the Reporting Company to CT Corporation who will file the required report with FinCEN for $199.  Discounts and other options and pricing may be available in certain situations.  If you would like to speak with a CT representative, you can get in touch with them here: Please submit your information here to speak with a CT representative.  Also, here is a demo video from CT Corporation that walks the filer through the BOI prep steps: New 8-minute client demo featuring attestation.

As mentioned above, our Firm will not handle CTA reporting for clients.  Given the civil and criminal penalties for non-compliance with these filing requirements, it is important that you, or the appropriate advisor, monitor your entities on a regular basis, and timely make any required filing(s). Of course, we are happy to assist you in tasks such as the determination of which parties need to be disclosed for any entity.