The federal Corporate Transparency Act (the “Act”), requiring many businesses to report beneficial ownership information about their owners and anyone with substantial control of the company, went into effect on January 1, 2024. This means that any “reporting company” in existence prior to January 1, 2024 has until January 1, 2025 to report; any reporting company that was formed on or after January 1, 2024 but before January 1, 2025 has 90 days after formation to report; and any reporting company formed on or after January 1, 2025 has 30 days after formation to report.

 How to File a Beneficial Ownership Information Report (BOIR)

1. Is your company exempt from reporting?
   • Are you tax-exempt? If so, you do not need to file a BOIR.
   • Do you have more than 20 full-time employees in the U.S., a physical office in the U.S., and gross sales or receipts over $5,000,000 from U.S. operations? If so, you do not need to file a BOIR.
   • Check here for other exemptions.

2. If your company is not exempt, you must file a BOIR.

• Use our BOIR checklist here to gather the information and documents that are required for the BOIR before you go to the BOIR portal.
• Go to the BOIR portal: https://boiefiling.fincen.gov/. You can file the report one of two ways:
  • You can use Adobe Acrobat Reader to prepare the report in PDF format. This allows you to save and go back and make changes before filing.
  • File online. The online option does not need Adobe Acrobat Reader, however, you cannot save and go back and make changes
• Enter information or click on each action tab and fill out information.
• Finalize and submit form; certify form.
• Once submitted you will get progress bar which will let you if rejected or successful.
• Once Submission Status Confirmation is displayed, select Download Transcript to download PDF copy which will serve as your receipt of submission.

There is no annual reporting requirement. Reporting companies must file an initial BOI report and updated or corrected BOI reports as needed.

On April 23, 2023, the Federal Trade Commission (“FTC”) issued a final rule imposing a broad restriction on non-competition agreements (“Final Rule”). The Final Rule requires employers to rescind existing non-compete agreements and would preempt conflicting state laws. The Final Rule is effective 120 days from its publication in the Final Register.

The Final Rule defines “non-compete clauses” as follows: any agreement that prevents a worker from, or penalizes a worker for, seeking or attempting to seek employment with any employer after the termination of their current employment.

The Final Rule mandates that it is a prohibited unfair method of competition to enter into or “attempt to enter into” a non-compete clause with an employee, or to enforce an existing non-compete agreement, or to represent to an employee that they are subject to a non-compete without a good faith basis to believe they are.

Accordingly, the Final Rule not only requires employers not to enter into or “attempt to enter into” employee non-compete agreements, it also requires employers to rescind their existing non-compete agreements, and then notify the current and former employees that the non-compete is rescinded within forty-five days of the rescission. The Final Rule provides a form for the notice of rescission. The obligation to rescind existing non-compete clauses does not apply to where a cause of action related to a non-compete clause accrued prior to the effective date.

Antheil Maslow & MacMinn, LLP is pleased to announce that Stephen M. Zaffuto has joined our Business & Finance and Real Estate practice groups.  Stephen advises businesses on all aspects of corporate and commercial transactions including formation, mergers and acquisitions, financing, joint ventures, commercial agreements, real estate transactions, and business succession planning. He has worked closely with corporate clients across a broad spectrum of industries, including real estate developers, investors, financial institutions, technology companies, construction companies, non-profit organizations, start-ups, and small businesses of all kinds.

In his real estate practice, Stephen has a wealth of experience handling real estate transactions, including negotiating sales of commercial and industrial real estate and negotiating commercial real estate leases for clients across industries for a wide variety of uses including professional office, manufacturing and warehouse, healthcare, and restaurants. He has obtained substantial tax savings for residential, commercial, and industrial clients in tax assessment appeals, and successfully obtained property tax exemptions for non-profit organization and religious institution clients. He is also experienced in counseling and representing clients in zoning and land use matters and has extensive experience in obtaining zoning relief and subdivision and land development approvals from municipalities throughout Bucks County and Montgomery County.

Stephen earned his law degree from Temple University, Beasley School of Law, and is a graduate of Pennsylvania State University where he earned a Bachelor of Arts in English and Italian.

To learn more about Stephen Zaffuto, visit his attorney profile.

Antheil Maslow & MacMinn, LLP is a full-service law firm located in Doylestown, PA. At AMM, we pride ourselves on developing deep relationships with our clients by taking time to understand their goals in order to provide responsive, practical legal advice and aggressive advocacy.

Associate
215-230-7500, ext. 163
szaffuto@ammlaw.com

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Practice Groups

• Business & Finance
• Real Estate

Education

• Temple University, Beasley School of Law, Juris Doctor, 2011
• Pennsylvania State University, Bachelor of Arts, (English & Italian), 2006

Bar Admissions

• Pennsylvania