Starting January 1, 2024, most companies will need to report ownership information to the Financial Crimes Enforcement Network (FinCEN) under the Corporate Transparency Act. Below are FAQs related to the new BOI filing requirement.

What is Beneficial Ownership Information (BOI)?

Per the Financial Crimes Enforcement Network (FinCEN), beneficial ownership information refers to identifying information about the individuals who directly or indirectly own or control a company.

Why do companies have to report beneficial ownership information (BOI)?

In 2021, Congress passed the Corporate Transparency Act on a bipartisan basis. This law creates a new beneficial ownership information reporting requirement as part of the U.S. government’s efforts to make it harder for bad actors to hide or benefit from their ill-gotten gains through shell companies or other opaque ownership structures.

Who is required to file a BOI Report?

Per 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.

Are there any exemptions from filing the BOI report?

Yes, 23 types of entities are exempt from filing.  They are listed below.

When is the report due?

For companies created or registered to do business prior to January 1, 2024 the due date for filing the BOI report is January 1, 2025.

For companies created or registered to do business after January 1, 2024 the due date for filing the initial BOI report is 90 days after receiving notice of the company’s creation or registration.

For companies created or registered to do business after January 1, 2025the due date for filing the initial BOI report is 30 days after receiving notice of the company’s creation or registration.

How do I file?

The BOI report can be filed online at https://fincen.gov/boi

Is there a fee to file this report?

No.  There is no fee to file the BOI report with the Financial Crimes Enforcement Network (FinCEN).

What happens if I don’t file?

As specified in the Corporate Transparency Act, a person who willfully violates the BOI reporting requirements may be subject to civil penalties of up to $500 for each day that the violation continues. However, this civil penalty amount is adjusted annually for inflation. As of the time of publication of this FAQ, this amount is $591.

A person who willfully violates the BOI reporting requirements may also be subject to criminal penalties of up to two years imprisonment and a fine of up to $10,000. Potential violations include willfully failing to file a beneficial ownership information report, willfully filing false beneficial ownership information, or willfully failing to correct or update previously reported beneficial ownership information.

I still have questions regarding the filing requirements, whom can I contact?

If you have additional questions regarding filing requirements, please contact us at info@jclynchcpa.com or give us a call at 346-226-7829. We will be more than happy to assist you with any questions you may have.

In addition, you can contact the Financial Crimes Enforcement Network (FinCEN) for questions about the BOI by calling the regulatory helpline at 800-949-2732.