The Corporate Transparency Act (“CTA”), which was was originally enacted by Congress on January 1, 2021 for the purpose of preventing money laundering, tax fraud, and other similar activities, requires small corporations in the United States to file reports with the Financial Crimes Enforcement Network (“FinCEN”) on or before December 31, 2024, disclosing certain information about “beneficial owners”.  

Because associations are set up as nonprofit corporations, they unfortunately fall under the purview of the CTA.   Pursuant to the definition of “beneficial owners” in the CTA, such individuals include directors, officers, and any owners who own more than 25% of the units in the association.   Until recently, nobody really knew what the registration process was going to look like.

The FCEN has now created the registration portal in which associations can file the Beneficial Ownership Information Report (“BOIR”).  The portal allows filing in one of two ways:  1) via PDF, or 2) online filing.  Both options allow for the preparation of information and filing to be accomplished exclusively online.  To assist with the filing, FinCEN has also published online filing instructions, a quick reference guide, and a step-by step instructions for e-filing via PDF.

Keep in mind, when registering a beneficial owner, you will need to submit a photo of, and information about, an identification document, for the beneficial owner, such as a driver’s license or passport.  You will also need the individual’s full legal name and address.

As you go through this process, please reach out to an Altitude attorney at 303.432.9999 or [email protected] if you have questions.

8 responses to “The Federal Corporate Transparency Act—Are You Ready to Register?
  1. Please advise if all members of an HOA board of directors who are elected by the owners must be included in the registration for the transparency act. No person owns more than 1/40th of the HOA. Every time someone gets a new driver’s license do we need to file an update? — what a royal PIA. Is there any chance this will be revised during this year so that HOA’s are exempt if they managed by a board of directors elected from owners? The powers of the board are described by the governing documents. We appreciate all the help you are giving us on this issue and many others!

    1. Unfortunately, registrations must be kept updated so anytime the board changes, updates must be made. At this time, there are no changes on the horizon to exempt HOA’s, but we will keep associations apprised should such changes be approved.

  2. I still do not know who on the board must register for this transparency — all elected board members (who are also 2 1/2% owners of the HOA) or only the President, Treasurer and Secretary — all are not compensated and there is no management company involved?

    1. All board members are required to register as “beneficial owners”, regardless of whether they serve as president, vice president, secretary, treasurer, or as a member at large.

  3. The law provides an exemption for non profits. Our HOA is a 501(c)4 corporation and files an IRS 1120-H. It appears that we are exempt. Can you provide clarification.

    1. We recommend confirming with the association’s CPA as to the tax-exempt status, but once confirmed, your community will be exempt from the CTA requirements other than having to file notice of your exempt status with FinCin.

  4. The instructions for the BOIR efiling and the online forms do not appear to have an area to report our exempt status with FinCin. Could you clarify how the exempt status notice is to be filed?

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