Stay Compliant with a BOI Report

Do I Need to File A BOI Report?


Starting January 1, 2024, almost every small business is required to file a Beneficial Ownership Information (BOI) Report. This new reporting rule is a result of the Corporate Transparency Act, enacted by Congress in 2021.

Failure to comply with this new law may result in penalties of up to $500 each day your business is out of compliance.

New Business Filing will take care of your BOI filing if your business is required to file this report- as very few companies are exempt. Take our quiz below, to see if your business is exempt.


What is the Corporate Transparency Act?

In 2021, Congress enacted the Corporate Transparency Act. This new law aims to help law enforcement prevent, identify, and combat financial crimes. Under the CTA, most businesses are required to file a report with the Financial Crimes Enforcement Network (FinCEN).

Beginning on January 1, 2024, most companies in the United States will have to report information about their beneficial owners, i.e., the individuals who ultimately own or control the company. This information must be reported to FinCEN, a bureau of the U.S. Department of the Treasury.



Who is Required to File?

Companies required to report Beneficial Owner Information (BOI) to FinCEN are called reporting companies. There are two types of reporting companies:

  • Domestic reporting companies are corporations, limited liability companies, and any other entities created by the filing of a document with a secretary of state or any similar office in the United States.
  • Foreign reporting companies are entities (including corporations and limited liability companies) formed under the law of a foreign country that have registered to do business in the United States by the filing of a document with a secretary of state or any similar office.
See if your business is a reporting company.

Your company may be a reporting company and need to report information about its beneficial owners if your company is:
1. A corporation, a limited liability company (LLC), or was otherwise created in the United States by filing a document with a secretary of state or any similar office under the law of a state or Indian tribe ; or
2. A foreign company and was registered to do business in any U.S. state or Indian tribe by such a filing.


CTA Exemptions

There are a few businesses that are exempt from filing a BOI report. The majority of exemptions are for businesses that are frequently subject to substantial federal or state regulation or large operating companies.

If your business is NOT an LLC, Corporation, or an entity created by filing a document with the Secretary of State - you may be exempt. Other exemptions include businesses with more than $5 million in gross receipts and at least 20 employees. See if your business is exempt from the BOI Reporting Rule.



Who is a Beneficial Owner of My Business?

If your business is a reporting company, your next step is to identify its beneficial owners. A beneficial owner is any individual who, directly or indirectly:

  • Exercises substantial control over a reporting company;
  • OR
  • Owns or controls at least 25 percent of the ownership interests of a reporting company.
An individual might be a beneficial owner through substantial control, ownership interests, or both.

An individual exercises substantial control over a reporting company if the individual meets any of four general criteria:

  1. the individual is a senior officer;
  2. the individual has authority to appoint or remove certain officers or a majority of directors of the reporting company;
  3. the individual is an important decision-maker; or
  4. the individual has any other form of substantial control over the reporting company.


A reporting company can have multiple beneficial owners.
For example, a reporting company could have one beneficial owner who exercises substantial control over the reporting company, and a few other beneficial owners who own or control at least 25 percent of the ownership interests of the reporting company.



What Information Must be Filed in the BOI Report?

A Reporting Company must report the followings information for each of its beneficial owners:

  • Full legal name
  • Date of birth
  • Current residential address
  • Unique Identifying Number from a non-expired state or government issued ID (U.S. passport, State driver's license, etc.)



When Does a Business Need to File a BOI Report?

BOI Reports must be filed by reporting companies within 90 Days of the company's formation. If the reporting company already exists as of January 1, 2024, it must file its initial BOI report by January 1, 2025. We can file your BOI Report for you to ensure you don't miss your deadline.



What Happens if a Business Fails to Comply With the CTA?

Failure to comply with this new law can result in civil and criminal penalties. Penalties can include fines of up to $500 per day that the violation continues, criminal penalties of up to two years of imprisonment, and a fine of up to $10,000. There are a few businesses that are exempt from filing a BOI report. See if your business is exempt from the BOI Reporting Rule.



Is Information Provided to FinCEN Confidential?

Information filed with FinCEN under the Corporate Transparency Act is confidential and is not disclosed to the public. Law enforcement can access this information to investigate potential financial crimes.