BOI Form Frequently Asked Questions

There is a new mandatory filing requirement effective January 1, 2024 implemented by the Financial Crimes Enforcement Network (FinCEN), a bureau of the US Department of the Treasury.

We expect this requirement will apply to many of our clients with small businesses. If you have not yet completed and submitted your Beneficial Owner Information Form (“BOI Form”), it is imperative that you do so at your earliest convenience. This form is crucial for fulfilling your legal obligations if you are a required reporting entity.

You can file it and/or learn more about the filing on the federal government’s official site.

This is not a tax filing and will be quite simple for most of you to file on your own. We are providing you this information as a courtesy as we know many of you do not regularly engage with legal counsel and may not be aware of this new filing requirement.  If you require our services to complete this filing, our base fee is $300.

Who has to report?

Effective Jan. 1, 2024, many companies created in or registered to do business in the United States must report information about their beneficial owners to FinCEN as part of the Corporate Transparency Act (CTA). FinCEN describes a company’s beneficial owners as the persons “who ultimately own or control the reporting companies.” Disclosing information about them will “help law enforcement and national security agencies prevent and combat money laundering, terrorist financing, tax fraud, and other illicit activity, as well as protect national security,” FinCEN said.

According to FinCEN, your company may need to report information about its beneficial owners if it is:

  1. A corporation, a limited liability company (LLC), or was otherwise created in the United States by filing a document with a secretary of state or any similar office under the law of a state or Indian tribe; or
  2. A foreign company and was registered to do business in any U.S sate or Indian tribe by such a filing.

Who does NOT have to report?

For those of you who received this notice merely because you are a sole proprietorship and file a Schedule C, your company may not be considered a “reporting company” and therefore not required to file if it was NOT described in items 1 and 2 in “Who has to report” above.

Note per FinCEN FQQ C7, merely filing a document with a government agency to obtain (1) an IRS employer identification number, (2) a fictitious business name, or (3) a professional or occupational license does not create a new entity, and therefore does not make a sole proprietorship filing such a document a reporting company. Again, you are only subject to the requirement if items 1 and 2 in “who has to report” above apply to your company.

There are twenty-three types of entities that are exempt from beneficial ownership information requirements even if you do fall into the descriptions of 1 and 2 in “Who has to report” above. However, we do not expect that many of our clients will fall under these exceptions. Therefore, we encourage you to refer to FinCEN’s FAQ here to see if you fall under any filing exceptions.

How do I report?

You report online through FinCEN’S website

When do I report?

Your deadline depends on when your company was formed.

  • If your company was created or registered prior to January 1, 2024, you will have until January 1, 2025 to report BOI.
  • If your company is created or registered in 2024, you must report BOI within 90 calendar days after receiving actual or public notice that your company’s creation or registration is effective, whichever is earlier.
  • If your company is created or registered on or after January 1, 2025, you must file BOI within 30 calendar days after receiving actual or public notice that its creation or registration is effective.

Also note that this is an ongoing reporting requirement in that any updates or corrections to beneficial ownership information that you previously filed with FinCEN must be submitted within 30 days. See FinCEN FAQ Section H for more triggers to filing updated reports.  Here are just a few examples of common changes that would need to be reported.

  • The company address changes
  • A beneficial owner moves to a new address
  • A new beneficial owner is added

Who is a beneficial owner?

What information do I need to report?

When you are ready to report, be sure to have the following information in front of you:

  • Company name, EIN, any DBAs, formation state, business address
  • And for each beneficial owner:
    • Name
    • Date of birth
    • Residential address
    • Document number from a non-expired passport or driver’s license and name of issuing state or jurisdiction of the document. Refer to FinCEN F5 for other acceptable documents if one of these is not available
    • An image of the document used for the above

Note: If your business was formed before 1/1/24, the only thing you need to do on the 3rd tab, company applicant, is check the box at the top that says “existing company”

How much time will this take and how much will it cost?

FinCEN does not charge a fee to file the report. Per FinCEN, the average burden of reporting BOI for reporting companies with simple beneficial ownership structures should be 90 minutes per response. This includes the time to understand the reporting requirement and gather the information. The actual filing time for a simple report can be as little as 15 minutes.