New BOI Reporting Requirements: What You Need to Know for 2025
Corporate Transparency Act mandates BOI report filing again. The new deadline is 3/21/2025.
BENEFICIAL OWNERSHIP INFORMATION REPORT
3/7/20253 min read
Overview of BOI Reporting Requirements
As of February 18, 2025, businesses and individuals are required to comply with the beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA). In an alert released by FinCEN on 2/19/25, the new filing deadline for the vast majority of reporting companies will now be 3/21/25, implementing a 30-day extension to allow filers with enough time to comply with the BOI reporting obligations.
During this 30-day period, FinCEN will assess options to further modify deadlines.
As way of background, the reporting requirements that went into effect on January 1, 2024, which may require your business entity(s) or trusts to report their Beneficial Ownership Information (“BOI”) to the Federal government.
Beginning on January 1, 2024, many companies in the United States will need to report information about their beneficial owners, i.e., the individual(s) who ultimately own at least 25% or “control” the company. They will have to report this information to the Financial Crimes Enforcement Network (FinCEN). FinCEN is a bureau of the U.S. Department of the Treasury.
If you own or are responsible for any below entity, you may need to report information about its beneficial owners if it is:
(1). A corporation, limited liability company (LLC), limited liability partnership (LLP), or an entity that 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.
Reporting companies will have to report beneficial ownership information electronically through FinCEN’s website: www.fincen.gov/boi or separately engage with JFeng Inspirations CPA, LLC to assist with the filing(s).
Important Dates
Important Dates (general guidance as it is still developing)
Reports have started to be accepted since January 1, 2024.
If your company(s) was created or registered before January 1, 2024, you will have until March 21, 2025, to file BOI reports.
If your company is created or registered on or after January 1, 2024 and before January 1, 2025, you must file BOI reports within 90 days of notice of creation or registration, or March 21, 2025, whichever is later.
If your company is created or registered on or after January 1, 2025 you must report BOI within 30 days of notice of creation or registration, or March 21, 2025, whichever is later.
If there is any change to the required information about your company, or its beneficial owners, in a BOI report that your company filed, your company must file an updated BOI report no later than 30 days after the date on which the change occurred. The same 30-day timeline applies to changes in information submitted by an individual in order to obtain a FinCEN identifier. A reporting company is not required to file an updated report for any changes to previously reported personal information about a company applicant.
Purpose of BOI Reporting
The primary purpose of BOI reporting is to combat illicit activities such as money laundering, tax evasion, and corruption. By requiring entities to provide detailed information about their beneficial owners, governments and regulatory bodies can effectively trace the sources of funds and the individuals behind legal entities. This level of transparency is crucial in ensuring that businesses operate with integrity and adhere to ethical standards.
Penalties for Not Filing
There are significant penalties for missing filing deadlines, including criminal (fines and/or imprisonment) or civil (monetary) penalties. There is a $500 per day penalty, up to $10,000, and/or imprisonment of up to two years for the WILLFUL failure to timely file initial or updated reports.
Expert Assistance and Resources
It will be your exclusive responsibility to comply with Corporate Transparency Act (CTA), including its BOI reporting requirements. Information can be found at https://www.fincen.gov/boi. Navigating the new Beneficial Ownership Information (BOI) reporting requirements can be a daunting task for many individuals and businesses. The complexity of the regulations, coupled with the potential consequences of non-compliance, has made it crucial for stakeholders to seek expert assistance. Professionals specializing in this area offer invaluable services tailored to meet the specific needs of clients, ensuring they understand and adhere to the updated requirements without undue stress.
Our firm is here to assist you in fulfilling this new reporting requirement. Please reach out if you desire this assistance. Additionally, we recommend that you consult with legal counsel on any additional questions and or concerns regarding how BOI reporting requirement(s) impacts your company.