Potential Action Required!
The Business Ownership Information (BOI) Filing requirement was enacted under the Corporate Transparency Act (CTA). This law requires businesses to disclose information about their owners to the U.S. Treasury Department's Financial Crimes Enforcement Network (FinCEN). The CTA was enacted in 2021 as part of the National Defense Authorization Act. Its purpose is to help prevent and combat money laundering, terrorist financing, corruption, and tax fraud.
While this is not a tax filing requirement, it is required for all registered entities/businesses that have registered their entity with the Secretary of State’s office. Please consult your attorney for detailed advice on your requirements based on your situation.
Does this apply to you?
If you registered your business with the Secretary of State’s office, you are required to file the BOI filing. This is required for each active entity you have formed. This includes partnerships, corporations, and LLC’s.
Are there any exceptions?
Yes, but most likely none will be applicable to you. After reviewing the rules and our client base, we believe hardly anyone will be exempt. If you are not sure, please contact your corporate attorney to help determine this. Here is a link to the exemptions list for reference:
What happens if you don’t file a BOI?
There are significant penalties for non-compliance. Failure to file on time can result in accruing penalties, including fines of $591 per day, a potential $10,000 criminal penalty, and up to two years in prison.
When is the deadline?
Entities established before 1/1/24: File on or before December 31, 2024
Entities started during 2024: File 90 days from start of the business
Starting 2025: 30 days to file
Is this a one-time requirement?
No, there is an ongoing duty to report changes within 30 days. However, there is no renewal requirement after the initial filing. Nonetheless, you have an ongoing duty to keep the BOI report up to date by reporting any ownership changes as well as changes listed below. These changes must be reported to FinCEN within 30 days of occurrence.
What information must be kept current?
If any of these changes occur, you are required to update your BOI report within 30 days of the change:
Owner’s legal name
Residential address
Unique identifier number from a non-expired passport
New driver’s license (does not apply to renewals)
How do you file?
FINCEN has tried to make this process relatively easy. In most situations registering will take 15 minutes or less to complete.
You will want to begin by gathering the following information:
Company legal name and current address
Any assumed business name (DBA) used by your company
EIN of the entity (Federal tax ID)
Ownership information – each owner’s name, birthdate, residential street address, and social security number
A pdf copy of a driver’s license or passport for each owner, ready to upload (use a good quality scanned version)
Here is our step-by-step guide that takes you through the process.
You will want to start HERE: https://boiefiling.fincen.gov/.