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Overview of Beneficial Ownership Information Reporting Requirements Under the Federal Corporate Transparency Act (CTA)

Beginning January 1, 2024, the federal Corporate Transparency Act (CTA) requires certain types of entities to file a beneficial ownership information (BOI) report with the Financial Crimes Enforcement Network (FinCEN), a bureau of the United States Department of Treasury.

Each “reporting company” must file a BOI report with FinCEN. As defined by the CTA, a “reporting company” means a corporation, limited liability company, or other similar entity that is created or registered to do business in the U.S. by filing a document with a secretary of state (or comparable office).

The CTA contains other important definitions; lists certain exemptions; specifies reportable information; and imposes both civil and criminal penalties for violations of the reporting requirements.

The beneficial ownership information required by the CTA should only be submitted directly to FinCEN through its online Beneficial Ownership Secure System (BOSS).

The Texas Secretary of State cannot determine whether a particular entity is required to file a BOI report and will not be involved in the collection of beneficial ownership information. To protect your privacy and avoid delays in processing documents submitted to this office, you should not include beneficial ownership information when forming or registering an entity to transact business in this state.

For additional information, please review the FinCEN resources listed below.

If you need further assistance understanding the CTA reporting requirements, you may wish to consult with a private attorney.

This overview and the resources provided are for general informational purposes only and are not intended as legal advice or as a substitute for the advice of an attorney.