Beginning on January 1, 2024, a new requirement came into effect requiring that many US entities report information about their beneficial owners, the individuals who own or control the company. This information must be reported to the Financial Crimes Enforcement Network, FinCEN. This information is called beneficial ownership information, or BOI, and it is about individuals who directly or indirectly own or control an entity.
Those who are required to report are called “reporting companies.” Reporting companies may be, 1) a corporation, LLC, or other entity otherwise created in the US by filing a document with the secretary of state or similar office; or 2) a foreign company that was registered to do business in any U.S. State by filing as such. Certain types of entities are exempt from this reporting requirement.
Deadlines to report vary based on the creation date of the company. Entities created before January 1, 2024, must be reported by January 1, 2025. Those created after January 1, 2024, and before January 1, 2025, must complete their reporting within 90 calendar days after receiving formal notice of registration or entity creation, whichever comes first. If your entity is formed after January 1, 2025, reporting must be completed within 30 calendar days after receiving notice that creation or registration is effective.
FinCEN requires certain identifying information to be submitted about each beneficial owner, in addition to certain identifying information about the entity. Entities created after January 1, 2024, are also required to submit information about the individuals who were apart of forming the entity.
It is important to note that this is not an annual requirement, this report only needs to be submitted once, barring any changes. Entities must notify FinCEN of any significant changes in ownership within 30 days of the change.
If you would like assistance with this new reporting requirement, please reach out to Melissa Demorest Leduc at melissa@demolaw.com.
