Only “reporting companies” are required to file a report (this includes existing and future companies) for the Corporate Transparency Act. A reporting company is any legal entity that is:
- Created by the filing of a document with the Secretary of State or a similar office under the law of a state or Indian Tribe, OR
- A foreign entity that is registered to do business in the United States
The Reporting Rule outlines 23 entities that are exempt from filing a report:
- Accounting firms
- Banks
- Brokers or securities dealers
- Commodity Exchange Act registered entities
- Depository institution holding companies
- Domestic credit unions
- Domestic governmental authorities
- Entities assisting tax-exempt entities
- Financial market utilities
- Inactive businesses
- Insurance companies
- Large operating companies*
- Money transmitting businesses
- Other Securities Exchange Act of 1934 entities
- Pooled investment vehicles
- Public utilities
- Registered investment companies and advisors
- Securities exchange or clearing agencies
- Securities issuers
- State licensed insurance providers
- Subsidiaries of certain exempt entities
- Tax-exempt entities
- Venture capital fund advisors
* Large operating companies are entities with 20+ full-time employees in the United States, more than $5 million in U.S. revenue (from the previous year’s filed tax return), and a physical operating presence in the U.S.
For more information about reporting requirements and exemptions, please visit the Financial Crimes Enforcement Network (FinCEN) website at fincen.gov.