New Federal reporting requirements for Beneficial Ownership Information (BOI) began on January 1st, 2024.  All Reporting Companies must file a BOI report with FinCEN.

The Corporate Transparency Act (CTA) defines a “Reporting Company” as all entities registered to do business in the United States under a state law (corporations, partnerships, LLCs, and most other legal entities).

There are 23 exceptions that would exclude certain entities from filing a BOI report, the most common being:

• Public companies, insurance companies, banks, and registered investment companies
• Nonprofit entities, political organizations, and some tax-exempt trusts
• “Large Operating Companies” that meet all of the following requirements:
  • • Have more than 20 full-time United States employees,
    • Reported more than $5 million of revenue from US sources in the prior year, and
    • Have a physical presence at a physical location in the United States

Any organization that does not meet one of the 23 exceptions will be required to submit information about their “beneficial owners” which includes the following:

• Legal name
• Date of birth
• Address
• Copy of government-issued ID

Beneficial owners are individuals who exercise substantial control over the entity or those who own or control 25% or more of the entity.

Any entity created before January 1, 2024, must file its initial report to FinCEN by January 1, 2025. New entities created on January 1, 2024, or after, are required to file their initial reports 90 days after the entity is created.

Entities that do not comply with BOI filing requirements may face substantial civil or criminal penalties. We have compiled numerous resources to provide a basic understanding of BOI reporting requirements with frequently asked questions, a survey to help determine if your entity meets an exception to filing a BOI report, and, if required to file, additional information to help you submit your BOI report.