Financial Crimes Enforcement Network (“FinCEN”)

FinCEN: Beneficial Ownership Information (“BOI”)Reporting

Effective January 1, 2024, most companies in the U.S. are required to report important information regarding their company’s beneficial ownership information (“BOI”) to the FinCEN. Failure to comply with the registration requirements may result in civil penalties up to $591 per day. 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.

Overview

Who is required to report 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. state or Indian tribe by such a filing.

Twenty-three types of entities are exempt from beneficial ownership information reporting requirements, including publicly traded companies, nonprofits, and certain large operating companies.

When is my Beneficial Ownership Information (BOI) Reporting Due?

FinCEN began accepting reports on January 1, 2024. 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. Any updates or corrections to beneficial ownership information that you previously filed with FinCEN must be submitted within 30 days.