UPDATE – On December 3rd, a federal district court issued an order prohibiting the enforcement of the CTA and the BOI reporting rule discussed below. This order suspends, at least temporarily, the requirement to file BOI reports; however, the government has appealed this order.

Although not currently required as a result of this court order, any reporting entities that have not yet filed these reports should continue to gather information and prepare for filing, since it’s possible that the filing requirement will be reinstated without any further extension of the deadlines described below.

Fast-approaching Filing Deadline for many Businesses and Individuals

Your entity (or entities) may be required to file a beneficial ownership information report (BOI) with The Treasury Department’s Financial Crimes Enforcement Network (FinCEN).  If so, BOI information must be reported on or before December 31, 2024.

When to File

  • Entities in existence prior to January 1, 2024 – prior to January 1, 2025
  • Entities created or registered during 2024 – within 90 days of formation
  • Entities created or registered on or after January 1, 2025 – within 30 days of formation

Requirement to file

The Corporate Transparency Act (CTA), enacted in 2021, requires entities to file a BOI report with FinCEN, and there are significant penalties for nonreporting.  Most small business entities are obligated to report, including corporations (C or S corporations), limited partnerships, and limited liability companies (LLCs). There are some notable exceptions, however, including:

  • Publicly traded companies registered with the SEC
  • Certain tax exempt entities
  • Large operating companies in the US (defined as more than 20 full-time employees, more than $5 million in U.S. gross receipts, and having a physical U.S. office)

The FinCEN’s BOI Small Entity Compliance Guide provides more information regarding filing requirements as well as potential filing exemptions.

How to File

If you determine that your entity is required to file, filing a BOI report with FinCEN is a relatively straight forward process that is done through the FinCEN’s BOI E-Filing System.

The process will be made even easier if all beneficial owners first obtain a personal FinCEN ID.

Ongoing compliance

The BOI report must be updated with FinCEN within 30 days after any change to previously reported information about the reporting company or its beneficial owners.

Additional information and assistance

For additional information related to BOI reporting, as well as a listing of FinCEN FAQs, you may visit their website here,

While our firm is not able to assist in the preparation and submission of BOI reports, we are here to help address related compliance and business questions. Contact our team to discuss how we can support your entity’s broader accounting and advisory needs.