Beneficial Ownership Information Reporting
The Financial Crimes Enforcement Network (FinCen), a product of the U.S. Treasury, created a new law (January 1, 2024) that requires Owners of “Reporting Companies” to file a Beneficial Ownership Information Report (BOIR) by January 1, 2025, or face fines for not reporting by the due date of $500 per day (and possible confinement). This link will take you to the FinCen Web Page, where you can find all of the confusing information you can expect. (www.fincen.gov/boi) For reporting companies, the BOIR is NOT optional.
Reporting Company
What companies will be required to report beneficial ownership information to FinCEN?
Companies required to report are called reporting companies. There are two types of reporting companies:
Domestic reporting companies are corporations, limited liability companies, and any other entities created by the filing of a document with a secretary of state or any similar office in the United States.
Foreign reporting companies are entities (including corporations and limited liability companies) formed under the law of a foreign country that have registered to do business in the United States by the filing of a document with a secretary of state or any similar office.
There are 23 types of entities that are exempt from the reporting requirements. Carefully review the qualifying criteria before concluding that your company is exempt.
An entity that qualifies for any of these exemptions is not required to submit BOI reports to FinCEN. Reporting company exemptions:
1 Securities reporting issuer
2 Governmental authorities
3 Bank
4 Credit union
5 Depository institution holding company
6 Money services business
7 Broker or dealer in securities
8 Securities exchange or clearing agency
9 Other Exchange Act registered entity
10 Investment company or investment adviser
11 Venture capital fund adviser
12 Insurance company
13 State-licensed insurance producers
14 Commodity Exchange Act registered entity
15 Accounting firm
16 Public utility
17 Financial market utility
18 Pooled investment vehicles
19 Tax-exempt entities
20 Entity assisting a tax-exempt entity
21 Large operating company
22 Subsidiary of certain exempt entities
23 Inactive entity Special rule for foreign pooled invest
Reporting Process
Should my company report beneficial ownership information now?
FinCEN launched the BOI E-Filing website for reporting beneficial ownership information on January 1, 2024.
A reporting company created or registered to do business before January 1, 2024, will have until January 1, 2025, to file its initial BOI report.
A reporting company created or registered in 2024 will have 90 calendar days to file after receiving actual or public notice that its creation or registration is effective.
A reporting company created or registered on or after January 1, 2025, will have 30 calendar days to file after receiving actual or public notice that its creation or registration is effective.
Use the link to “Beneficial Ownership Reporting – Key Questions.”
(www.fincen.gov/sites/default/files/shared/BOI_Reporting_Key_Questions_11.23.pdf)
Use this link to get information on what FinCen does.
You can file yourself or we can file for you.
If you have any questions about whether you should report or not, or have any other questions, please let us know.