Update Applicable to:

All U.S. and Foreign entities created in or registered to do business in the U.S., or any employers who use special purpose entities created by the filing of a document with a Secretary of State (or similar office under state law, Indian Tribal law, or foreign jurisdictions).

What happened?

The Corporate Transparency Act (CTA) is a new regulation that requires entities to disclose information about their beneficial owners and the individuals who form those entities (unless exempt, such as banks and others), aiming to combat money laundering, terrorist financing, and promote national security.

What do employers need to do?

The Holland & Knight law firm recommends that employers who have a reporting company ensure that their attorneys and accountants are aware of the filing/requirements, so that if changes were to occur in the future, information can be updated timely and correctly.

What are the details?

The regulation, issued by the U.S. Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) under the CTA, requires all entities created or registered by the filing of a document with the secretary of state or similar office of a state to disclose to FinCEN certain information about the entity (“reporting company”), personal information about certain beneficial owners of the reporting company (“beneficial owner(s)”) and personal information about the people that form the reporting company (“company applicants”). 

THE REPORTING COMPANY:  the following information must be provided:

Initial Report Content: Link

Beneficial Owners: Link

Company Applicants: Link

Starting January 1, 2024, all entities unless exempt, will be required to file this information.

Timing of Reports:

• For New Entities: Any entity that is created on or after January 1, 2024, must report, within 30 days of creating the entity, the information set forth above for reporting companies and beneficial owners as well as information regarding company applicants.

• For Existing Entities: Any reporting company created before January 1, 2024, must report by January 1, 2025:

EXEMPTIONS: The regulation contains 23 exemptions, and they generally relate to entities that are already subject to substantial governmental regulation, such as but not limited to banks, credit unions, insurance companies, etc.

For more information, please see the links below:

Law Firm: Article 1, Article 2,  Article 3

Bill Text

FinCen page

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