Corporate Transparency Act: Upcoming January 1, 2025 Filing Deadline
by JMBM’s Taxation, Trusts & Estates Department
As the January 1, 2025, filing deadline for the Corporate Transparency Act (CTA) approaches, hotel owners, developers, and investors should be prepared to meet the new federal requirements for business transparency. Effective January 1, 2024, the CTA requires most U.S. business entities to submit detailed ownership information to FinCEN or face penalties up to $10,000. The article below by JMBM’s Taxation, Trusts & Estates Department outlines key CTA requirements, filing deadlines, and essential steps for compliance.
Overview of the CTA Requirements and Compliance Obligations
The CTA, which became effective January 1, 2024, introduces extensive federal disclosure obligations for all businesses that do not qualify for an exemption, regardless of when formed. These new reporting requirements are stringent and can trigger multiple filings in a single calendar year exposing noncomplying individuals and entities to both civil and criminal penalties. Pursuant to the CTA, the Financial Crimes Enforcement Network (“FinCEN”) is authorized to collect beneficial ownership information (“BOI”) with respect to business entities (referred to as “Reporting Companies”) formed or registered to do business in the U.S. and disclose such BOI to various federal and state agencies (including the IRS).
In this regard, any Reporting Company that does not qualify for an exemption from reporting must comply with these reporting obligations irrespective of whether it existed before or after January 1, 2024. Penalties for noncompliance include fines of up to $10,000 – making early compliance essential for avoiding these penalties.
Upcoming Reporting Deadlines
- Reporting Companies formed or registered before January 1, 2024, must file their BOI Reports (“BOIRs”) by January 1, 2025.
- Reporting Companies formed or registered during calendar year 2024 must file initial BOIRs within 90 calendar days after receiving actual or public notice that its creation or registration is effective.
- Reporting Companies formed or registered on or after January 1, 2025, must file initial BOIRs within 30 calendar days after receiving actual or public notice that its creation or registration is effective.
- All Reporting Companies (regardless of when formed) are required to file “updated reports” within 30 days of any changes to information previously reported to FinCEN on any BOIR (e.g., change in ownership, address, or company name).
Next Steps
If you have not submitted a CTA form yet, you should address your possible filing requirements now.
Please reach out to us if you have questions about your CTA compliance.
About JMBM Trusts & Estates Group
JMBM’s Trusts & Estates Group focuses on estate planning, wealth transfer planning, trust administration and the resolution of trust disputes. Our Firm has one of the most active trusts and estates practices in California and our clients include individuals and families, and their business interests.
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About the JMBM Global Hospitality Group®
The hospitality attorneys in the Global Hospitality Group® of Jeffer Mangels Butler & Mitchell LLP comprise the premier hospitality practice in a full-service law firm, and the most experienced legal and advisory team in the industry. Our team of seasoned hotel lawyers has helped clients with more than 4,600 hospitality properties located around the globe valued at more than $123 billion, and have worked on more than 2,700 management and franchise agreements. Our experience provides one of the most extensive virtual data bases of market terms for deals and financings. The hospitality lawyers of our team are not just great hotel lawyers—we are also hospitality consultants and business advisors, dealmakers and facilitators of the flow of capital. We help our clients find the right operator, joint venture partner or capital provider. We know who to call and how to reach them.
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