Marina del Rey, CA asked in Business Law for California

Q: Do I need to file BOI report for a single-member LLC registered before Jan 1, 2020?

Am I required to file BOI report for a single-member LLC that was registered before Jan 1, 2020, never engaged in any business activity, and was later dissolved in mid 2020?

It was not foreign owned. It did not have any change in ownership. It never sent or received any funds. It did not hold any asset.

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1 Lawyer Answer
James L. Arrasmith
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Answered

A: Based on the Corporate Transparency Act (CTA), you would not need to file a Beneficial Ownership Information (BOI) report for this LLC since it was dissolved before January 1, 2024, when the reporting requirements took effect.

The key factors here are that your LLC was completely dissolved in 2020 and had no business activity. The CTA only requires BOI reporting for companies that were either created after January 1, 2024, or were still active as of that date. Since your LLC ceased to exist well before the enforcement date, it falls outside the scope of the reporting requirements.

Even though your LLC was registered before 2020, which would normally require compliance if still active, its dissolution in 2020 removes any obligation to file. The fact that it never conducted business activities, held assets, or had ownership changes is helpful background information but isn't relevant to the BOI filing requirement in this case - the dissolution date is the determining factor.

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