Beneficial Ownership Information (BOI) Reports

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UPDATE: December 27th – The injuction was reinstated and BOI reporting is once again on pause as the courts continue to review the information. 

If you have not yet filed, you can choose to file voluntarily so you do not need to worry about what happens or you can follow the updates and be prepared to file on short notice if they change their ruling that it is now required. 

UPDATE: December 26th – The injuction was lifted and BOI reporting has been reinstated. The new deadline is January 13th, 2025.

UPDATE: December 4th – There was a preliminary injuction issued on December 3rd blocking the BOI reporting requirement. We will keep you posted on updates as we learn more.

 

Have you heard the buzz around the Beneficial Ownership Information (BOI) Reports?

If you’ve been receiving emails or calls promoting BOI filing services, you’re likely wondering if you need to do this filing, if it’s part of tax preparation, if you need to hire another service, etc.

Because BOI Reports are required for almost all existing business entities, we have spent the past several months monitoring and reviewing guidance from government agencies and industry experts regarding these services.  Below is a 4 minute video & written summary of the essentials and details on our BOI Reporting services.

 

 

In short, if you have a business entity (LLC, Corporation, etc) that operates in the US or has any assets (including cash, real estate, etc.), it is a safe assumption that these requirements apply to you.

In 2021, Congress passed the Corporate Transparency Act, legislation requiring businesses to disclose information on the beneficial ownership of most entities (i.e. who owns, controls, or benefits from the entity) in the United States. The purpose is to increase transparency and prevent fraud/money laundering/other financial crimes by creating a web of entities owned by other entities, where it is impossible to tell who the ultimate owner is.

Beginning 2024, business entities must file the Beneficial Ownership Information Reports (BOIR) with the Financial Crimes Enforcement Network (FinCEN) which operated within the Department of the Treasury. This is the same entity that handles Foreign Bank Accounting Reports (FBARs), which some of you already file. This reporting is a one-time requirement that will not require annual reporting. However, you must also update your registration if there is a change to the information filed (this update is required within 30 days of the change and also subject to penalties for late filing).

 

Specifics:

  1. This reporting is a one-time requirement – updates are required within 30 days if there are changes.
    1. Examples of changes:
      1. Registering as a new business name
      2. A change in beneficial owners
      3. A change in beneficial owner’s:
        1. Name
        2. Address
        3. New drivers license
  1. Due dates:
    1. Businesses in existence prior to 2024 – due January 13, 2025
    2. New businesses formed in 2024 and beyond – due 90 days from date of formation
      1. It’s possible that due to the back and forth rulings (state supreme court judgement in March 2024) that penalties for late filings of newly formed entities in the early part of 2024 will be waived.
    3. Changes to your business information – due within 30 days of the change
  2.  Penalties:
    1. For late/not filing: $591/day up to $10,000 and/or two years imprisonment
  3. Information required on reports:
    1. For each Beneficial Owner:
      1. Name
      2. Date of birth
      3. Address
      4. Form of identification (Drivers license, Passport, etc.)
    2. Who is a Beneficial Owner?
      1. Own at least 25% of the entity/company
      2. Have substantial control over the company
        1. Senior Officer
        2. Authority to appoint or remove senior officers
        3. Important decision maker
        4. Has any other form of substantial control

For more detailed information please visit the FinCen FAQs.

 

To do your BOI report, we recommend the following options:

Self-filing: We encourage you to DIY your filing if you feel comfortable doing so! The form is simple, and you can file for free on the FinCEN BOI website. If you have multiple owners in your business, we recommend that you coordinate so that you don’t submit duplicates.

Please be aware that if you choose this option, Thrive Business Group cannot provide advice regarding your filing or review your self-filed forms. We have made this decision based on the advice of industry experts, our liability insurance carrier, and our firm’s resources. We can only provide specific assistance on these forms to the extent you have engaged us for a complete BOI filing service.

Thrive Business Group BOI Filing Service: Our firm can file your BOI Reports on your behalf. This includes gathering the required data, determination of beneficial owners based on the information provided, and preparing & submitting the necessary reports to FinCEN. The following price structure will apply to this service:

  • Base Fee (includes 1 Beneficial Owner) for Domestic/US Owned Entities – $500
  • Fee for Each Additional Domestic/US Beneficial Owner – $150

Lastly, remember that while BOI Reporting is not an annual requirement, there are many minor changes that may occur in your business in the future that would require updating your BOI report within 30 days of the change. This could include something as simple as changing either your business or personal address or receiving a new driver’s license. Please refer to the information in the FinCen BOI FAQ for details.

In the future, we will offer services to assist with updating BOI Reports as necessary. Please note that Thrive Business Group will not be responsible for these updates unless explicitly engaged to do so. Please contact us if you would like assistance with these filing requirements.

 

Resources:

FinCEN BOI website: https://fincen.gov/boi

FinCEN BOI FAQ: https://fincen.gov/boi-faqs

FinCEN BOI Small Entity Compliance Guide: https://fincen.gov/sites/default/files/shared/BOI_Small_Compliance_Guide.v1.1-FINAL.pdf

If you are a payroll customer with Gusto payroll service, the information they provide is also a great resource.  Gusto also offers BOI filing service for its payroll customers for a small fee.  https://support.gusto.com/article/240816180741807/Submit-a-Beneficial-Ownership-Information-BOI-report