The unconstitutional regulatory environment has expanded exponentially under the Biden-Harris Administration resulting in higher prices for goods and services, supply-chain shortages, less competition, along with the bankruptcy and closing of many small businesses. If you want this government intrusion to be curtailed, vote for former President Donald J. Trump and ALL Republicans on Tuesday, November 5, 2024!
The Corporate Transparency Act requires that beneficial ownership information be reported beginning this past January 1, 2024. MOST small businesses—corporations, limited partnerships, limited liability companies (LLCs), and business trusts—must report their beneficial owners to FinCEN to include their names, dates of birth, addresses, and unique identifier numbers from a recognized issuing jurisdiction (e.g., Passports or Driver’s Licenses), with a photo of that document.
Failure to timely comply, timely update, and/or NOT provide the correct information, will result in fines, per violation, of $500-to-$10,000 and imprisonment for up to two years. By the time you are notified by FinCEN of your noncompliance, the aggregated penalties may be significantly higher.
For businesses and LLCs incorporated and formed BEFORE January 1, 2024, we have until January 1, 2025, to report the beneficial owners to FinCEN. For businesses formed on January 1, 2024, and thereafter in 2024, you must report within 90-days. However, due to hurricanes Beryl, Debby, Francine, Helene and Milton, on October 29, 2024, FinCEN extended certain filing deadlines by six months.
At this time, for victims of Hurricane Milton only, if the deadline for filing is between October 4, 2024, and January 2, 2025, the filing deadline has been extended six months, assuming the principal place of business is an area designated both by FEMA as qualifying for individual or public assistance, and by the IRS as eligible for tax filing relief because of Milton. For example, for businesses formed before January 1, 2024, instead of a January 1, 2025, deadline, the new deadline is July 1, 2025.
However, if you were only a victim of Hurricane Helene and NOT Milton, your reporting period would have to be between September 22, 2024, and December 21, 2024. Accordingly, the six-month extension only applies to businesses formed in 2024 and NOT before. Therefore, your reporting deadline for businesses formed before January 1, 2024, appears to still be January 1, 2025.
Even though the entire State of Florida, for example, has been designated by FEMA as qualifying for public assistance due to two hurricanes, we still are uncertain how the BOI filing obligations apply throughout Florida. The AICPA and the FICPA are continuing to seek guidance from FinCEN.
On March 1, 2024, the U.S. District Court for the Northern District of Alabama ruled the Corporate Transparency Act (CTA) and the BOI reporting requirements unconstitutional. The DOJ appealed the decision on March 11, 2024. The U.S. Court of Appeals for the Eleventh Circuit heard oral arguments the week of September 16, 2024, and has not yet issued a ruling.
Multiple other lawsuits have been filed, including one by the Small Business Association of Michigan, which has approximately 32,000 members.
“The AICPA and over 50 state CPA societies have written to the Treasury secretary and the director of the Financial Crimes Enforcement Network (FinCEN) asking that enforcement of beneficial ownership information (BOI) reporting requirements be suspended until one year after court cases have been resolved.” Martha Waggoner, Journal of Accountancy (4/8/2024)
At this point in time, for small businesses incorporated and formed before January 1, 2024, it is recommended that you be ready to file your BOI information within the first two weeks in December 2024. If you have formed a corporation or limited liability company on or after January 1, 2024—against my previous recommendation NOT to do this—you need to continue to file BOI reports within 90 days from the date of incorporation or formation.
Even if the Eleventh Circuit rules that the CTA and BOI filing requirements are unconstitutional, it is highly likely that this DOJ will appeal to the Supreme Court.
Our Right to Privacy Hijacked by Government: The U.S. Government Consistently Violates ‘The Supreme Law of the Land,’ The Constitution of the United States of America, explains how the Bank Secrecy Act of 1970 (BSA), especially after its amendments post-9/11, is unconstitutional, turning banks and other financial institutions into “spies” for the U.S. Government, particularly the IRS. I argue that the BSA violates the Fourth Amendment right to privacy and the Fifth Amendment protection against self-incrimination. These arguments apply to the CTA and the BOI reporting requirements. The U.S. District Court for the Northern District of Alabama agrees with me that the CTA and the BOI reporting requirements are unconstitutional! Hopefully the Eleventh Circuit Court of Appeals also agrees.
Vote for Trump and ALL Republicans on November 5, 2024, and this unconscionable and unconstitutional regulatory environment will begin to disappear!
Dum Spiro Spero—While I breathe, I hope.
Slàinte mhath,
Robert (Mike) G. Beard Jr., C.P.A., C.G.M.A., J.D., LL.M.