Corporate Transparency Act – Key Points

Who must report?

All US entities created by a filing made with a secretary of state, and all foreign entities registered to do business by the filing of a document with a secretary of state.

What needs to be reported?

Information about (i) the reporting company itself, (ii) information about the reporting company's beneficial owners, and (iii) for entities formed on or after January 1, 2024, the individuals that helped form the company.

Who is a beneficial owner?

Generally, individuals who (i) own or control more than 25% of the ownership interests of the company, or (ii) exercise substantial control over the company. Beneficial ownership must be assessed on a case-by-case basis. See "Existing Entity as of January 1, 2024 – Transition to Compliance Plan," which is also available in Goodwin's Corporate Transparency Act Knowledge Center.