Back in August, our firm released an alert on the Corporate Transparency Act (the “CTA”), summarizing the reporting obligations and the important deadlines for entities that will be considered “reporting companies” under the CTA. This article summarizes Greenberg Glusker’s policies with respect to the CTA and actions that you can take now to prepare.

Reports and Deadlines

Commencing on January 1, 2024, most entities formed by a filing with a secretary of state’s office (including, corporations, limited partnerships, limited liability companies, limited liability limited partnerships, and statutory trusts) must file a report (the “CTA Report”) to the Financial Crimes Enforcement Network (“FinCEN”), reporting certain information about the entity and the persons who own and control it. The initial filing deadlines are as follows:

• Entities in existence prior to January 1, 2024, must file the CTA Report by the end of 2024
• Entities formed during 2024 must file the CTA Report within 90 days of formation
• Entities formed on or after January 1, 2025, must file the CTA Report within 30 days of formation.

Once filed, a CTA Report must be updated within 30 days after a change to any information on the CTA Report. There are criminal and civil penalties for not complying with the new rules.

Helpful Resources

As you learn about the CTA, we’ve prepared and compiled the following helpful resources:

• Greenberg Glusker's CTA Summary
• FinCEN’s Small Entity Compliance Guide
• Full text of the Regulations

We Can Help

We recognize that these reporting requirements are new and may be challenging to manage. Rest assured that we are available to help you navigate these new requirements. If you would like for our firm to handle the preparation and filing of an initial CTA Report, we’ll need to enter into a new written engagement agreement and/or a supplement to an existing engagement agreement. If you want us to form new entities but not file the additional reports, we’ll ask you to confirm that as well in an engagement agreement.

What Can You Do Now to Prepare?

• Identify someone in your organization whose responsibility it is to learn about and manage the CTA requirements.
• Prepare organization charts for all existing entities.
• Revise all agreements between, among, or otherwise governing, owners and senior executives of companies, to require them to (1) obtain a FinCEN identifier, and (2) timely provide the information so companies can meet their reporting requirements.
• Start to identify the “Beneficial Owners” of your companies.
• Be ready to have these “Beneficial Owner” submit for their FinCEN Identifiers as soon as FinCEN makes them available.
• Be patient as an estimated 32 million companies are required to report next year. There will be some bumps in the road. We’re here to help make the process smoother.

Resources

• Greenberg Glusker's Corporate Transparency Act Summary