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FinCEN Beneficial Ownership Information (BOI) Reporting

Understanding the FinCEN Beneficial Ownership Information (BOI) Reporting Requirements

Starting in 2024, the Financial Crimes Enforcement Network (FinCEN) is requiring businesses to file Beneficial Ownership Information (BOI) reports. This is a significant move aimed at combating money laundering, terrorism financing, and other illicit activities by increasing transparency in U.S. business ownership.

What is BOI Reporting?

BOI reporting mandates that certain companies disclose information about their beneficial owners—those individuals who ultimately own or control the business. These reports must be filed with FinCEN, and failure to comply can lead to significant penalties.

Who Must File?

Generally, domestic and foreign companies registered to do business in the U.S. must file BOI reports. This includes corporations, LLCs, and other similar entities. However, some exceptions exist, including:

  • Large operating companies - see the checklist provided by FinCEN (page 12) to see if this exemption applies to your company.

  • Tax-exempt entities are excused from the requirements as long as they have 501(c) status, are political organizations under Section 527(e)(1), or are charitable or split-interest trusts.

  • Regulated entities such as banks or investment advisors.

Each entity required to report must provide information about its beneficial owners, including:

  • Full legal name

  • Date of birth

  • Address

  • Unique identifying number and issuing jurisdiction from, and image of, one of the following non-expired documents:

    » U.S. passport

    » State driver’s license

    » Identification document issued by a state, local government, or tribe

Key Deadlines

  • January 1, 2024: Reporting obligations begin.

  • January 1, 2025: Entities formed before 2024 must submit their initial BOI report by this date.

  • New entities: Must report within 30 days of formation.

Ongoing Compliance

Once a BOI report is filed, entities are required to update their information within 30 days of any changes to beneficial ownership. For instance, if a beneficial owner sells their stake in the company or if their address changes, the report must be updated.

Penalties for Noncompliance

While there are no filing fees, noncompliance with BOI reporting can result in civil and criminal penalties, including fines of up to $500 per day for willful failure to file or inaccurate reporting, with potential criminal penalties for egregious violations.


Important Note:

Most entities are required to complete this filing. However, as this is a legal matter, we cannot prepare BOI reports for our clients. While some information overlaps with tax-related filings, BOI requirements fall beyond our scope of services. We strongly recommend consulting with an attorney or a corporate compliance service company to assist with your filing.

For additional guidance, the following resources may be helpful: