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So far Richard Keyt has created 8 blog entries.

FinCEN Beneficial Owner Report Due Date

On September 30, 2022, the Financial Crimes Enforcement Network finalized and published Corporate Transparency Act Treasury Regulation 31 CFR § 1010.380.  This regulation provides the following deadlines for filing beneficial owner reports with FinCEN:

  • All reporting companies formed before 2024 must file their initial FinCEN report not later than January 1, 2025.
  • All reporting companies formed after 2023 must file their FinCEN report not later than 30 days after the entity was formed/created.
  • Amendments to a FinCEN report must be filed within thirty days after the event that requires the reporting company to file the amended FinCEN report.
2022-10-04T07:39:04-07:00By |

FinCEN Issues Final Rule for Beneficial Ownership Reporting

On September 29, 2022, FinCEN issued the following press release:

“Today, the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) took a historic step in support of U.S. government efforts to crack down on illicit finance and enhance transparency by issuing a final rule establishing a beneficial ownership information reporting requirement, pursuant to the bipartisan Corporate Transparency Act (CTA). The rule will require most corporations, limited liability companies, and other entities created in or registered to do business in the United States to report information about their beneficial owners—the persons who ultimately own or control the company, to FinCEN. Designed to protect U.S. national security and strengthen the integrity and transparency of the U.S. financial system, the rule will help to stop criminal actors, including oligarchs, kleptocrats, drug traffickers, human traffickers, and those who would use anonymous shell companies to hide their illicit proceeds.

“For too long, it has been far too easy for criminals, Russian oligarchs, and other bad actors to fund their illicit activity by hiding and moving money through anonymous shell companies and other corporate structures right here in the United States,” said Acting FinCEN Director Himamauli Das. “This final rule is a significant step forward in our efforts to support national security, intelligence, and law enforcement agencies in their work to curb illicit activities. The final rule will also play an important role in protecting American taxpayers and businesses who play by the rules, but are repeatedly hurt by criminals that use companies for illegal reasons.”

This final rule represents the culmination of years of bipartisan efforts by Congress, the Treasury, national security agencies, law enforcement, and other stakeholders to bolster the United States’ corporate transparency framework. It addresses deficiencies in the U.S. anti-money laundering regime as identified by the Financial Action Task Force—the international standard-setting body for anti-money laundering and countering the financing of terrorism and proliferation of weapons of mass destruction standards—and delivers on commitments made by the United States ahead of the December 2021 Summit for Democracy and in the first-ever U.S. Strategy on Countering Corruption.

The rule is effective January 1, 2024. Reporting companies created or registered before January 1, 2024, will have one year (until January 1, 2025) to file their initial reports, while reporting companies created or registered after January 1, 2024, will have 30 days after creation or registration to file their initial reports. Once the initial report has been filed, both existing and new reporting companies will have to file updates within 30 days of a change in their beneficial ownership information. FinCEN is committed to implementing these statutory obligations in a robust manner while minimizing burdens on reporting companies.

The reporting rule is one of three rulemakings planned to implement the CTA. FinCEN will engage in additional rulemakings to: (1) establish rules for who may access beneficial ownership information, for what purposes, and what safeguards will be required to ensure that the information is secured and protected; and (2) revise FinCEN’s customer due diligence rule. In addition, FinCEN continues to develop the infrastructure to administer these requirements, including the information technology system that will be used to store beneficial ownership information in accordance with the strict security and confidentiality requirements of the CTA.”

See Beneficial Ownership Information Reporting Rule Fact Sheet.

2022-10-01T08:35:41-07:00By |

Federal Government Incompetence with No End in Sight

The Corporate Transparency Act became a law on January 1, 2021.  The CTA provided that it would become effective January 1, 2022.  This law requires almost all existing companies formed in the United States since the U.S. became a country to file a report with the Financial Crimes Enforcement Network (FinCEN) that discloses information about each of the company’s “beneficial” owners.  A beneficial owner is a person, entity or trust that own 25% or more of the company or who has substantial control of the company.

These FinCEN filings must disclose the following five items of information about each beneficial owner:

  1. name
  2. address
  3. birth date
  4. number from a driver’s license or passport
  5. picture of the driver’s license or passport.

That’s it.  The organization that is supposed to protect all Americans, the U.S. government, has been unable for 21 months to create a system to collect five tiny items of information.

A recent article called “New US company owner database ‘taking way too long’ to implement, experts warn” says:

“Experts say the Treasury Department is badly behind schedule in implementing the law mandating the government to collect ownership data from companies operating in the United States. . . . There is a lot of anxiety that the Biden administration will take the whole four years to finalize the rules setting up the beneficial ownership registry . . . . FinCEN has only proposed one of the three sets of rules needed to launch the ownership database. And even this first set — governing how the data will be collected and who must report company ownership — hasn’t been finalized”

2022-09-26T08:28:25-07:00By |

25+ Million Entities Must File a FinCEN Report Required by the Corporate Transparency Act

During a Senate Financial Services and General Government Appropriations Subcommittee U.S. Senator Cindy Hyde-Smith questioned Deputy Treasury Secretary Wally Adeyemo about the Biden administration’s actions that added new regulatory burdens on small businesses.  Senator Hyde-Smith also told Adeyemo that the Corporate Transparency Act imposes financial and compliance burdens on small businesses.  The CTA created a Beneficial Ownership Database that is intended to help fight financial crimes by bringing transparency with respect to who forms, owns, and controls American businesses and foreign entities that do business in the United States.  Hyde-Smith said:

“Treasury estimates the proposed rules to implement the Corporate Transparency Act will require more than 25 million existing small businesses to spend an aggregate of more than $4 billion to submit reports on their beneficial owners to the Financial Crimes Enforcement Network.  A lot of people really see this as an extra mandate and as extra work.  I hope that it does prove to be a very beneficial tool at addressing this issue, because it will be extremely burdensome for a lot of people.”

2022-06-20T14:53:03-07:00By |

Why You Should Get a FinCEN Identifier

Question: Should I get a FinCEN Identifier?

Answer:  It depends.  If you do not own 25% or more of a reporting company and do not control a reporting company you do not need a FinCEN identifier.  However, if you own 25% or more of more than one reporting company or have substantial control of more than one reporting company I recommend that you get a FinCEN identifier because it will make it very simple for you to give your personal information to reporting companies.

Instead of giving a reporting company your legal name, birth date, business or residence address and number from your driver’s license, state id card or passport you merely give the reporting company your FinCEN identifier.

Hire Us to Get You a FinCEN Identifier

Go to our FinCEN identifier page to hire us to get your FinCEN identifier.

2022-02-27T16:30:11-07:00By |

What is a FinCEN Identifier?

Question:  What is a FinCEN identifier?

Answer: A FinCEN identifier is a code issued by FinCEN to a person or an entity that can be used to identify the person or entity in a FinCEN report.  When a FinCEN identifier is used in a FinCEN report that required information about the beneficial owner or applicant does not have to be included in the report.

2022-02-27T16:32:26-07:00By |

What if a Trust Owns a Reporting Company?

Question:  If a Trust owns 25% or more of a reporting company is the trustee a beneficial owner of the reporting company?

Answer:  Yes.  A beneficial owner of a reporting company is any individual who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise exercises substantial control over the entity or owns or controls not less than 25 percent of the ownership interests of the reporting company.

The trustee of a trust is the legal owner of the trust’s assets.  Normally the trustee’s ownership of a reporting company will satisfy the criteria set forth above, which makes the trustee a beneficial owner of the reporting company and the trustee’s information must be disclosed on the reporting company’s FinCEN report.

All trustees of a trust that satisfies the criteria set forth above are beneficial owners of the reporting company.  If Homer and Marge Simpson are trustees of their family estate planning trust that owns 25% or more of a reporting company then both of them must disclose their information on the reporting company’s FinCEN report.

2022-02-27T16:14:05-07:00By |

Is Your Company Exempt from the Corporate Transparency Act?

The Corporate Transparency Act provides that all reporting companies must file a report with the Financial Crimes Enforcement Network (FinCEN) of the U.S. Treasury or be subject to a $500/day fine.  If you are an owner of a limited liability company (LLC), a professional limited liability company (PLLC) a corporation, a professional corporation, a limited partnership (LP), a limited liability partnership (LLP), a limited liability limited partnership (LLLP) you need to know if your company must file the FinCEN report or if it is exempt.

To determine if a company is exempt from the CTA’s FinCEN report requirement and its $500/day non-filing fine review the list of 30 exemptions contained in the CTA.  FYI: Almost all entities formed in the U.S. or outside the U.S. that do business in the U.S. are reporting companies under the CTA and must file a FinCEN report.  Companies that are not exempt from the CTA are called “reporting companies.”

All reporting companies formed before 2024 must file their initial FinCEN report not later than December 31, 2024.  All reporting companies formed after 2023 must file their FinCEN report not later than 30 days after the entity was formed/created.

If you have a reporting company, it needs to hire us, FinCEN Filer, LLC, to assist in collecting the required information, preparing the company’s FinCEN report and filing the report with FinCEN.  That is what we do.  Hiring us will give you peace of mind that FinCEN won’t be fining your company $500/day for not filing its FinCEN report.

Free CTA Newsletter

Sign up for our free CTA newsletter if you want to learn when FinCEN gets its act together and it becomes possible to file initial and amended FinCEN reports.

Hire Us to File to Prepare & File a FinCEN Report

FinCEN Filer, LLC's purpose is to inform people about the Corporate Transparency Act and to prepare and file reporting companies' initial and amended CTA FinCEN reports. To hire us to prepare and file an initial or an amended FinCEN report go to our Services page.

2023-09-24T10:32:00-07:00By |
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