Corporate Transparency Act – Update – SCAM and Constitutionality

As you are most likely aware, the federal government passed with bi-partisan support the Corporate Transparency Act (the “Act”). This article is not meant to discuss which companies do and do not have to submit a beneficial ownership interest report with FinCen. I have prepared other articles that can bore you with this information. This article is meant to warn about a SCAM that is circulating and an update as to the constitutionality of the Act.

The SCAM document you may receive looks eerily similar to an IRS form. In the top left corner of the form is a reference to Form 4022. No such IRS Form 4022 exists. The form also purports to be from the U.S. Business Regulations Department. No such federal or state department with this name exists. This document appears to be requesting the information that is required to be reported under the Act but the form is not requesting all of the information that a beneficial owner is required to report under the Act. So, it appears that the information being requested is simply meant to steal the identity of the company and the owners of the company and it appears that you are being requested to pay a fee so that your identity can be stolen. DO NOT REPLY TO THIS REQUEST. PLEASE THROW THIS REQUEST AWAY.

Now, with this being said, a federal court on March 1, 2024 in Alabama did hold that the Act is unconstitutional. The federal government has filed an appeal. As we sit here today, the only companies that do not have to timely submit the required beneficial ownership interest report under the Act are the plaintiffs named in the lawsuit and the companies that are members of the National Small Business Association prior to March 1, 2024. All other companies are still required to timely submit their reports under the Act. For any company created on or after January 1, 2024, the company has 90 days from the date the company was created to timely submit the beneficial ownership interest report with FinCen. For any company created on or prior to December 31, 2023, then such company has until December 31, 2024 to timely submit its report and I recommend delaying submitting the report until later in 2024 in case there are any further updates as to the status of the pending litigation.

As always, if you have any questions or if you would like to further discuss, do not hesitate to be in touch.

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Chris Corpus

Founding Partner at Corpus Law Inc

This article does not provide legal advice or create an attorney-client relationship. If you have any questions or would like to learn more about this topic or if you have other legal questions, do not hesitate to contact Chris Corpus, Esq. of Corpus Law Inc at 216-973-2475. Copyright Christopher A. Corpus 2024.