Due Dates of FinCEN Reports Required by the Corporate Transparency Act (CTA)

Only entities that are “reporting companies” must file a CTA FinCEN report. To learn if an entity is a reporting company see “Who Must File a FinCEN Report?” Here are the three scenarios and three report due dates that apply to CTA FinCEN reports.

Reporting companies formed before 2024

All reporting companies formed before 2024 must file their initial FinCEN report after December 31, 2023, and before January 1, 2025.

Reporting companies formed in 2024

All reporting companies formed in 2024 must file their FinCEN report not later than 90 days after the entity was formed/created.

Reporting companies formed after 2024

All reporting companies formed after 2024 must file their FinCEN report not later than 30 days after the entity was formed/created.

Reporting companies that filed a FinCEN report and information in the report changed

If any information about a beneficial owner disclosed in a FinCEN report changes, the reporting company must file an amended FinCEN report not later than thirty days after the change. Here are examples of common changes that would require a reporting company to amend its FinCEN report:

a new owner acquires 25% or more of the reporting company
an owner that previously owned less than 25% becomes an owner of 25% or more of the reporting company
a beneficial owner who owned 25% or more dies
a beneficial owner’s address stated in the most recent FinCEN report changes, i.e., the beneficial owner moved.
a beneficial owner replaces his or her driver’s license, passport or document listed in the most recent FinCEN report.
a person named in a FinCEN report as a beneficial owner ceases to be a beneficial owner.

A beneficial owner is an individual who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise (i) exercises substantial control over the entity; or (ii) owns or controls not less than 25 percent of the ownership interests of the entity.

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. At this time FinCEN does not have a procedure for an entity to file an amended FinCEN report, which means reporting companies cannot file an amended FinCEN report at this time.

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