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Beneficial Ownership Information Reporting

As of January 1, 2024, in accordance with the Corporate Transparency Act (CTA), the Financial Crimes Enforcement Network (FinCEN) mandates that all U.S. and foreign companies formed in or registered with any of the 50 U.S. states must comply with the new Beneficial Ownership Information (BOI) reporting requirements.

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At Sagemont Advisors, we stand ready to guide our clients seamlessly through this process, providing comprehensive support from initiation to completion to ensure absolute compliance in reporting.

WHAT TO KNOW ABOUT THE CORPORATE TRANSPARENCY ACT?

The Corporate Transparency Act (CTA) was passed in 2021 to combat illicit activity such as money laundering, tax fraud, and terrorist financing. As a part of this legislation, beginning January 2024, businesses meeting specific criteria must submit a Beneficial Ownership Information (BOI) Report. This report details...

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WHAT TO KNOW ABOUT THE CORPORATE TRANSPARENCY ACT?

The Corporate Transparency Act (CTA) was passed in 2021 to combat illicit activity such as money laundering, tax fraud, and terrorist financing. As a part of this legislation, beginning January 2024, businesses meeting specific criteria must submit a Beneficial Ownership Information (BOI) Report. This report details individuals associated with the company, contributing to the fight against financial crimes, and is submitted to the Financial Crimes Enforcement Network (FinCen).

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WHO IS REQUIRED TO FILE A BENEFICIAL OWNERSHIP INFORMATION REPORT?

CTA sets forth comprehensive requirements, targeting entities that filed their formation documentation with the Secretary of State in any U.S. state or territory. This typically encompasses: Domestic Reporting Companies: LLCs, corporations, and similar operations, formed under the laws of any U.S. state or Indian...

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WHO IS REQUIRED TO FILE A BENEFICIAL OWNERSHIP INFORMATION REPORT?

CTA sets forth comprehensive requirements, targeting entities that filed their formation documentation with the Secretary of State in any U.S. state or territory. This typically encompasses:

  • Domestic Reporting Companies: LLCs, corporations, and similar operations, formed under the laws of any U.S. state or Indian tribe
  • Foreign Reporting Companies: Certain non-U.S. entities registered to do business in any state or tribal jurisdiction are also required to file

The Corporate Transparency Act (CTA) carries significant implications for private investment vehicles as BOI requirements have a narrow field of “exempted” companies, necessitate disclosure based on ownership (25%+ direct or indirect equity interest) or substantial control (including management and board of director influence).

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WHAT ENTITIES ARE EXEMPTED FROM FILING?

SEC-Reporting companies Regulated financial services companies, including banks, credit unions, depository institution holding companies, registered securities broker-dealers, registered investment companies and investment advisers, venture capital fund advisers, and pooled investment vehicles that are operated or...

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WHAT ENTITIES ARE EXEMPTED FROM FILING?

  • SEC-Reporting companies
  • Regulated financial services companies, including banks, credit unions, depository institution holding companies, registered securities broker-dealers, registered investment companies and investment advisers, venture capital fund advisers, and pooled investment vehicles that are operated or advised by the foregoing
  • Insurance companies
  • PCAOB-registered accounting firms
  • Tax-exempt entities
  • Subsidiaries of certain exempt entities
  • Entities that employ more than 20 full-time employees in the U.S., have an operating presence at a physical office in the U.S., and demonstrate more than $5 million in gross receipts or sales on their federal income tax return (excluding receipts/sales from sources outside the U.S.). If a company falls below these thresholds in the future, a BOI report must be filed within 30 days
  • Inactive entities that existed before January 1, 2020, are not engaged in active business, are not owned by a foreign person, have not had a change in ownership in the last 12 months, have not sent or received funds greater than $1,000 in the last 12 months, and do not hold any assets
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WHAT IS THE TIMELINE FOR BOI FILING?

The due date for the initial BOI report depends on when the entity was created. If the company is created on or after January 1, 2024, then the initial report is due within 90 calendar days of the date the entity is created. If the company was formed before January 1, 2024, then the initial report is due no later...

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WHAT IS THE TIMELINE FOR BOI FILING?

The due date for the initial BOI report depends on when the entity was created.

  • If the company is created on or after January 1, 2024, then the initial report is due within 90 calendar days of the date the entity is created.
  • If the company was formed before January 1, 2024, then the initial report is due no later than January 1, 2025.
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WHAT INFORMATION IS REQUIRED TO FILE THE BOI REPORT?

BOI Reports include information about the reporting company, the reporting company’s beneficial owners, and “company applicants” who assisted with the filings to create the entity. Information about the reporting entity include: Full legal name Any trade name or “doing business as” Current...

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WHAT INFORMATION IS REQUIRED TO FILE THE BOI REPORT?

BOI Reports include information about the reporting company, the reporting company’s beneficial owners, and “company applicants” who assisted with the filings to create the entity. Information about the reporting entity include:

  • Full legal name
  • Any trade name or “doing business as”
  • Current address
  • Jurisdiction of formation
  • Federal taxpayer ID number

Information about the beneficial owners and company applications includes:

  • Full legal name
  • Date of birth
  • Current address
  • Unique identifying number and issuing jurisdiction (e.g. US passport or drivers license)
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Why Sagemont Advisors?

Why Sagemont Advisors?

Sagemont Advisors offers a comprehensive suite of services for CTA preparedness. We not only address filing requirements, but also assist in implementing policies, procedures, and safeguards for sustained compliance with CTA regulations. Our team, composed of CPAs, attorneys, and compliance experts, becomes a strategic partner for each client, ensuring CTA compliance and easy long-term maintenance.

Sagemont Advisors CTA services include:

  • Reporting Company Analysis
  • Exempt Entity Analysis
  • Beneficial Owner Analysis
  • Data Facilitation from Beneficial Owners and Applicants
  • Compliance for Entities Formed Prior to January 1, 2024
  • Legal Memorandum Documenting Analysis