What is Beneficial Ownership Information?


[Latest News – A federal district judge, Lyles C. Burke, ruled on March 1st, 2024, in favor of the plaintiffs’ motion for summary judgment in the case of National Small United v. Yellen. The court stated in its opinion that “while the legislation (below) may have sensible and praiseworthy ends.” The government’s argument that Congress has the power to regulate millions of entities and their stakeholders the moment they obtain a formal corporate status from a state are not supported by precedent.” The opinion further stated the Act “exceeds the Constitution’s limits on the legislative branch and lacks a sufficient nexus to any numerated power to be a necessary or proper means of achieving Congress’ policy goals.” For now, only members of NSBA – National Small Business Association are considered plaintiffs. All other business owners are subject to CTA enforcement.]


What is this BOI thing everyone seems to be talking about?

Congress passed the Corporate Transparency Act in 2021 to make it more difficult for “Bad Actors” to set up shop and hide or benefit from shady business practices. This is typically done through shell companies or obscure ownership structures.

As of January 1st, 2024, business owners are now required to provide identifying information about individuals who either directly or indirectly own or control a Company. The required information includes: Legal name of the entity, any trade name or DBA name, current street address (no P.O. boxes) of its principal place of activity (if domiciled outside of the U.S., then the primary office location where doing business inside the United States), the justification of formation or existence, Tax Identification Number (TIN), and the date of birth of any beneficial owner with 25% or greater share of ownership.

Who is responsible for filing?  (owner, CPA, attorney)

It is the responsibility of the Beneficial Owner to report the required information to FinCen. The “owner” is the party responsible for filing, although he/she may engage the services of a CPA or an attorney.

You may access the complete report here. www.fincen.gov/boi-faqs

Who collects this information?

The data is collected on behalf of the Financial Crimes and Enforcement Network – FINCEN which is a bureau of the Department of Treasury.

Who will have access to this information?

Because FinCen is a bureau of the Department of Treasury, they control who is permitted to view this information. Only federal or state agencies engaged in national security, intelligence, or law enforcement activity may request to view this information as part of a civil or criminal activity.

When must this report be filed?

The BOI initial report must be filed by January 1, 2025, for companies registered to do business before January 1st, 2024. The Beneficial Owner Information report can be found at https://boifiling.fincen.gov. Any company formed after January 1, 2024, and before January 1, 2025, will have 90 calendar days after receiving notice of the Company’s creation or registration to file the report. Companies formed after January 1, 2025, will have 30 days to file the report.

Certain Companies and Individuals are not required to file the report –

There are 23 entities that are not required to file the BOI report. This is a short list: banks, credit unions, broker-dealers, accounting firms, government agencies, insurance companies, public companies, etc. You may access the complete list here: https://boifiling.fincen.gov.

How often must I report on my BOI status?

Only once. There is no need to file a new report unless a material change in the business has taken place, such as a change in control or ownership status.