Financial Crimes Enforcement Network (FINCEN) BOI FILING - Deadline January 1st, 2025
The CTA was enacted into law as part of the National Defense Act for Fiscal Year 2021. The CTA requires the disclosure of the beneficial ownership information (otherwise known as “BOI”) of certain entities from people who own or control a company.
The intent of the BOI reporting requirement is to help US law enforcement combat money laundering, the financing of terrorism and other illicit activity.
The CTA is not a part of the tax code. Instead, it is a part of the Bank Secrecy Act, a set of federal laws that require record-keeping and report filing on certain types of financial transactions. Under the CTA, BOI reports will not be filed with the IRS, but with the Financial Crimes Enforcement Network (FinCEN), another agency of the Department of Treasury.
Below is information for you to consider as you approach the implementation period for this new reporting requirement.
What entities are required to comply with the CTA’s BOI reporting requirement?
Entities organized both in the U.S. and outside the U.S. may be subject to the CTA’s reporting requirements. Domestic companies required to report include corporations, limited liability companies (LLCs) or any similar entity created by the filing of a document with a secretary of state or any similar office under the law of a state or Indian tribe.
Domestic entities that are not created by the filing of a document with a secretary of state or similar office are not required to report under the CTA.
Foreign companies required to report under the CTA include corporations, LLCs or any similar entity that is formed under the law of a foreign country and registered to do business in any state or tribal jurisdiction by filing a document with a secretary of state or any similar office.
Filing Deadline
Existing entities (created before 1/1/24) — must file by 1/1/25
New entities (created in 2024) — must file within 90 days
New entities (created after 12/31/2024) — must file within 30 days
Reporting companies that have changes to previously reported information or discover inaccuracies in previously filed reports — must file within 30 days
What sort of information is required to be reported?
full name of the reporting company,
any trade name or doing business as (DBA) name,
business address, state or Tribal jurisdiction of formation, and an
IRS taxpayer identification number (TIN). (We recommend applying for an EIN if you don't use one with your business now.)
Additionally, information on the beneficial owners of the entity and for newly created entities, the company applicants of the entity is required. This information includes —
name
birthdate
address
unique identifying number and issuing jurisdiction from an acceptable identification document (e.g., a driver’s license or passport) and an image of such document.
Penalties and Risk of non-compliance
Penalties for willfully not complying with the BOI reporting requirement can result in criminal and civil penalties of $500 per day and up to $10,000 with up to two years of jail time.
Action
We are unable to file on your behalf. You are responsible for your compliance with this law. Collect the information above prior to logging into the FINCEN website.
Here is the direct filing link to FINCEN:
Some FAQ's from FINCEN:
If interested, Janet Yellen explaining the reasoning behind the law:
Please let us know if you have any questions. The filings should be very straightforward. Please send us confirmation of your filing for our records.
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