Corporate
Transparency Act
*Do you have an LLC or INC. registered with the Secretary of State? If YES, then you probably need to file this report ASAP!
If you are registered with the Oregon Secretary of State, you probably got an email about the Corporate Transparency Act (CTA). The CTA was enacted by Congress on January 1, 2021, as part of the National Defense Authorization Act. The beneficial ownership (BOI) reports must be filed with the US Treasury’s Financial Crimes Enforcement Network (FinCEN). The VERY important and timely thing that you have to be aware of is filing the Beneficial Ownership Report with the US Treasury.
Who has to report?
Most active corporations (S-Corporations, C-Corporations, etc.), LLCs, and other businesses formed by filing a document with a Secretary of State’s office in the United States.
If you have multiple entities registered with the Secretary of State, then you have to file a report for EACH entity.
Who does not have to report?
Publicly traded companies, banks and other financial institutions, tax-exempt nonprofits, public utilities, and some large businesses. These are already subject to other regulatory requirements. (See the Small Business Compliance Guide, Chapter 1.2 for the list of exempted entities.)
Sole Proprietors and Sole Proprietor DBAs do NOT have to file the report. If you have questions about this click the link above and/or contact FINCEN directly - here https://www.fincen.gov/contact
When do you have to file?
The due dates for Beneficial Ownership Information (BOI) reports depend on when the company was created or registered:
*Businesses formed before January 1, 2024 have until January 1, 2025 to file.
*Businesses formed between January 1, 2024 and January 1, 2025, will have 90 calendar days to file its initial BOI report.
*Businesses formed after January 1, 2025, will have to file their BOI report within 30 calendar days of receiving notice of the company's creation or registration.
Remember: If you ever have a change of address, ownership change, etc. you will need to update your filing.
What’s the cost to file?
It’s FREE. If you get redirected to a website that is trying to charge you for filing, get out of there!
Are there penalties if you don’t file?
Yes, failure to report is punishable with a civil penalty of up to $591/day. (this information updated 10/30/24)
Where do you file the report?
You can file directly with the US Treasury HERE
Here's some other helpful info:
The Oregon Secretary of State website has FAQs around who has to report, who doesn't, when to report, etc.
Our colleague, Kelli Loo, CPA, made 2 incredible blog posts about CTA:
1. Explains the ins and outs of the report (who has to file, when to file, etc.) -
*Beneficial Owner Information Reporting - It’s Required, But It’s Not so Bad
2. Step by step on how to file - *BOIR: Easy Steps to File for the Simple Business Owner
For the most update to date information and questions contact FinCEN directly:
Email address is FRC@fincen.gov
Phone number: 1-800-767-2825
