Reminder: CTA Filing Deadline Looming

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October 15, 2024

The Corporate Transparency Act (CTA) remains in effect, and, as a result, many entities are required to submit filings to the federal government by the January 1, 2025, deadline. A failure to timely file may result in civil and criminal penalties.

Under the CTA, a “reporting company” must file a Beneficial Ownership Information Report (“BOIR”) with the Financial Crime Enforcement Network. The BOIR discloses personal information about the “beneficial owners” of the reporting company and business information about the reporting company. For instance, a beneficial owner must disclose their full name, residential address, and a photo of either a driver’s license or passport.

An entity is classified as a reporting company if it was formed by filing a document with a government office, such as in the case of a limited liability company or a corporation, unless a specific exemption applies. A beneficial owner is defined as anyone who, directly or indirectly, exercises substantial control over the reporting company or holds at least a 25% ownership interest in the reporting company. However, certain entities may be exempt from filing under the CTA if they qualify for one of the 23 specified exemptions. This includes the large operating company exemption, which generally applies to companies with more than 20 full-time employees and over $5 million in U.S. gross receipts or sales.

The January 1, 2025 filing deadline is approaching quickly. If you think you might have a reporting obligation under the CTA and need more information, you can review Ruder Ware’s CTA FocusTeam page or watch the recording of the Webinar presented by Ruder Ware attorneys earlier this year. If you would like Ruder Ware’s help with completing any potential CTA obligations, please do not hesitate to contact our CTA Focus Team for assistance at [email protected].

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