Business Registration Manual

Starting January 1, 2024, specific limited liability companies, corporations, and related entities are required to disclose their beneficial owners to the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN). For more details, visit FinCEN’s beneficial ownership information webpage at FinCEN.gov/BOI and consider subscribing to FinCEN Updates for future guidance documents.

An Alert message informs users about a recently reported fraudulent attempt to solicit information from those who may be subject to reporting requirements under the Corporate Transparency Act.

The fraudulent correspondence may be titled "Important Compliance Notice" and asks the recipient to click on a URL or to scan a QR code. Those e-mails or letters are fraudulent. FinCEN does not send unsolicited requests. Do not respond to these fraudulent messages, or click on any links or scan any QR codes within them.

The North Carolina Secretary of State does not administer or have any control over beneficial ownership filings. Congress enacted the Corporate Transparency Act (“CTA”) on January 1, 2021 in an effort to combat money laundering, terrorist financing, corruption, and tax fraud.

Beneficial ownership reports must be filed with the FinCEN, a bureau within the U.S. Department of Treasury, within the time period established by FinCEN.

North Carolina business entities that do not fall within the scope of the federal reporting requirements include sole proprietorships, general partnerships, unincorporated associations, and wealth planning trusts. Tax-exempt entities are also exempt from the CTA filing requirements. These entities include any organization that is described in section 501(c) of the Internal Revenue Code and exempt from tax under section 501(a).

When does the CTA take effect?

Generally, businesses formed on or after January 1, 2024 will have to provide beneficial ownership information shortly after the time of formation. Business entities formed prior to such date will have until January 1, 2025, to comply with the CTA’s reporting requirements. Check with the FinCen webpage FinCEN.gov/BOI for up-to-date, accurate information about when this federal requirement will apply to your business.