part 3 of 3
This post is the third and final part in a series on the Corporate Transparency Act. Feel free to check out Part 1 here and Part 2 here. The last two posts talked about who the beneficial owners are under the Corporate Transparency Act (Act). This post will focus on the “company applicants” are (more on that later), as well as when and how to file the reports under the Act.
Let’s focus on the “company applicants” first. The Act requires all company applicants to be included on the report. As the Act defines it, these are either the individuals who filed the documents to form companies in the US after January 1, 2024, or directed the filer to file the same documents. That means that if you filed the formation documents or ordered someone to do it, your name and information should go on the report.
Okay, so with the last paragraph and last two blog posts, the beneficial owners and company applicants are hopefully sorted out. How does this get reported? The Financial Crimes Enforcement Network (FinCEN) gives you two options: file a PDF form uploaded to the FinCEN website or submit an online form. See here for those forms and for further information on how to fill in company, beneficial owner, and company applicant information.
Finally, what exactly is the timing on these filings? The good news is, FinCEN is providing gentler deadlines for this year. If the company existed before January 1, 2024, then the deadline for the first report is January 1, 2025. For any company formed in 2024, the deadline is 90 days after receiving notice from the state that the entity was formed. For any company formed after 2024, that window narrows to 30 days.
Now that we are drawing near the end of this third and final part of the series, I have a few parting takeaways:
- Take note of who is doing company filings. Since the report includes both beneficial owners and company applicants, it is important to keep note of who is filing the documents to create new companies.
- Time is of the essence. Even though the reporting windows are generous this year, they will soon become tighter. And besides that, the fines are pretty severe ($500 per day late up to $10,000). With that in mind, it will be important to timely determine who the beneficial owners and company applicants are, and get that reported to FinCEN.
- When in doubt, talk to your attorney. It probably sounds like a broken record at this point, but your attorney can be a great resource to help determine beneficial owners, company applicants, and coordinate a timely filing to FinCEN.
Thank you so much for reading to the end of this three-part series. If you are looking for further reading on the topic, check out FinCEN’s website. – Sam