If you’re running a business or involved in corporate compliance, you’ve likely been keeping an eye on the Corporate Transparency Act ("CTA") and its requirements for reporting beneficial ownership information ("BOI"). Well, here’s some news you might welcome: the Financial Crimes Enforcement Network ("FinCEN") has made a change that affects when and how companies need to comply.

On February 16, 2024, the Financial Crimes Enforcement Network (FinCEN) proposed a new rule to mandate certain individuals involved in real estate closings and settlements to report and maintain records on non-financed transfers of residential real property to specific legal entities and trusts nationwide. This proposed rule is called the Anti-Money Laundering Regulations for Residential Real Estate Transfers. 

Reporting persons ("RP") include, but are not limited, to real estate agents, title insurance companies, settlement agents, and attorneys. There is a “cascading” approach, based on the function performed by the person in the real estate closing and settlement that determines which RP has the burden to report. Regardless, real estate professionals would also have the option to designate a reporting person from among those in the cascade by agreement.

RPs are required to report:

1. The names and addresses of reporting persons, transferee entities, transferee trusts, signing individuals, transferors, and any beneficial owners.
2. The citizenship details for all beneficial owners of transferee entities or transferee trusts.
3. The unique identifiers, such as IRS Taxpayer Identification Numbers (TINs), for individuals and entities involved in the transactions.
4. A description of the capacity in which the signing individual is authorized to act, such as legal representative or employee.
5. The details about the total consideration paid for the property, method of payment, accounts used, and the names of payors if different from the transferee entity or trust.
6. The address of the property and a legal description, such as section, lot, and block.

RPs must e-file the report with FinCEN within 30 calendar days after the transferee entity or transferee trust receives the ownership interest in the residential real property. RPs must maintain a copy of the report, any certifications regarding beneficial ownership, and any designation agreements for five years from the date of the report filing.

Note that transfers of real property to individuals, as opposed to an entity (LLC, Corp, LLP) are not covered by this proposed rule. 

If this rule is adopted the effective date will be one year from the date the final rule is issued. This time period is to allow real estate professionals to have sufficient time to review and prepare for the implementation of the reporting requirements. 

Written comments about this proposed rule are being accepted and must be submitted on or before April 16, 2024 by utilizing this link.

There is a NEW reporting requirement for business owners in 2024. 

Beneficial Ownership Information Filings

The landscape of corporate transparency in the United States has undergone significant changes with the introduction of the federal Corporate Transparency Act (CTA) in 2021, which will go hand-in-hand with specific reporting requirements set forth by New York State (NYS).  Lieb at Law is committed to guiding your business through both these mandates, ensuring full compliance without the hassle.

Federal Reporting Requirements: The Corporate Transparency Act

The CTA, a bipartisan effort aimed at combating financial crimes, mandates certain businesses to report beneficial ownership information to the Financial Crimes Enforcement Network (FinCEN).

Who Must Comply?

• Domestic Reporting Companies: Corporations, LLCs, or similar entities formed by filing with a secretary of state or comparable office within any U.S. state or tribal jurisdiction.
• Foreign Reporting Companies: Entities formed under foreign laws but registered to do business in the U.S. through a similar filing process.

Key Deadlines:

• Pre-2024 Entities: Companies established or registered before January 1, 2024, must submit their initial report by January 1, 2025.
• Entities Formed or Registered in 2024: Must file within 90 days of registration or official notification.
• Post-2024 Entities: Have 30 days from notification to file their initial report.

New York State Reporting Requirements

In addition to federal mandates, NYS has set its own reporting requirements for corporate entities to further enhance transparency and combat illicit financial activities within the state. NYS's reporting requirements go into effect at the end of 2024. To learn more click here to read our blog post. 

Who Is Affected?

• All entities required to comply with the federal CTA. 
• In December of 2024, entities operating within NYS must also adhere to state-specific reporting requirements.

State-Specific Mandates Will Include:

• Additional details on beneficial ownership might be required, aligning with or expanding upon federal mandates.
• Reporting frequencies, deadlines, and procedures specific to NYS, which may differ from federal requirements.

How Lieb at Law Can Assist:

The intricacies of adhering to both federal and state reporting mandates can be daunting. The team at Lieb at Law understands the nuances of both federal and NYS mandates. We will help your business submit reports accurately to both FinCEN and NYS authorities. Reach out today to secure your peace of mind in this new era of corporate transparency. Click here for more information or email info@liebatlaw.com

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• An application for leave to appeal to the Court of Appeals is made and granted, then, the matter is heard and reversed;
• New regulations are issued by DFS; or
• New legislation is enacted. 

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