32.6 million existing companies must file their beneficial ownership information report with the Financial Crimes Enforcement Network (FinCEN). This new requirement starts January 1, 2024, and marks one of the most important changes in business compliance regulations.
Business owners now face new reporting duties with fixed deadlines. Companies formed before 2024 must submit their reports by January 1, 2025. New businesses get 90 days from their formation date. The consequences are serious - companies that fail to comply face penalties up to $591 per day and possible criminal charges.
But filing a BOI report is straightforward. This piece explains what business owners need to know about beneficial ownership reporting requirements. You'll learn how to collect the required information and submit your reports correctly to FinCEN.
Understanding Beneficial Ownership Information Reporting Requirements
The Corporate Transparency Act of 2021 created new reporting requirements that change how businesses must share their ownership information. Companies need to understand these requirements to comply and avoid penalties.
What is a beneficial ownership information report?
A beneficial ownership information report shows details about people who own or control a company either directly or indirectly [1]. Companies submit these BOI reports to the Financial Crimes Enforcement Network (FinCEN), which operates as part of the U.S. Treasury Department.
These reports serve a clear purpose. They make it harder for criminals to hide illegal money through shell companies or complex ownership structures [1]. Congress passed this bipartisan law to make business ownership more transparent.
A reporting company's BOI report must include:
- The company's legal name and any trade names or "doing business as" (DBA) names [2]
- Current street address of its principal place of business [2]
- Jurisdiction of formation or registration [2]
- Taxpayer identification number [2]
- Information about beneficial owners, including their names, birthdates, addresses, and unique identifying numbers from acceptable identification documents [2]
- Images of identification documents [2]
FinCEN doesn't charge any fees for submitting your beneficial ownership information report [3].
Who needs to file a BOI report?
"Reporting companies" must file BOI reports. Recent regulatory changes mean that as of March 26, 2025, only entities formed under foreign law and registered to do business in the United States (foreign reporting companies) need to file these reports [4].
The original rules covered two types of reporting companies:
Domestic reporting companies: Corporations, limited liability companies (LLCs), and other entities created by filing a document with a secretary of state or similar office under U.S. state or tribal law [5]
Foreign reporting companies: Entities formed under foreign law that are registered to do business in any U.S. state or tribal jurisdiction [5]
U.S. persons no longer need to provide BOI for any reporting company where they are beneficial owners [1]. Foreign reporting companies can skip reporting BOI for their U.S. beneficial owners [4].
The original rule defined a beneficial owner as someone who either:
- Exercises substantial control over a reporting company, or
- Owns or controls at least 25 percent of the company's ownership interests [2]
Twenty-three types of entities don't need to file these reports, including publicly traded companies, nonprofits, and certain large operating companies [4].
Key filing deadlines you must know
Recent regulatory changes have updated the filing deadlines. Foreign reporting companies must follow these timelines:
- Companies registered before March 26, 2025, must file by April 25, 2025 [4]
- Companies registered on or after March 26, 2025, have 30 days to file after their registration becomes effective [4]
The previous deadlines were:
- Companies created or registered before January 1, 2024: January 1, 2025 deadline [3]
- Companies created or registered in 2024: 90 days after registration becomes effective [3]
- Companies created or registered from January 1, 2025: 30 days after registration becomes effective [3]
Companies must also submit:
- Updated reports within 30 days of any changes to previous information [5]
- Corrected reports within 30 days of finding mistakes in earlier filings [5]
FinCEN's secure e-filing system started accepting BOI reports on January 1, 2024 [3]. The Treasury Department won't penalize companies that miss earlier deadlines while everyone adjusts to these new requirements [6].
Gathering the Required Information for Your BOI Report
Accurate information is the foundation of a successful beneficial ownership information report. You need to pay close attention and document everything carefully when you collect details about your company's ownership structure.
Identifying your company's beneficial owners
You must first figure out who qualifies as your company's beneficial owner. The Corporate Transparency Act says beneficial owners fall into two main categories:
Individuals with ownership interests - Any person who directly or indirectly owns or controls at least 25% of your company's ownership interests [7]. This includes stockholders, partners, LLC members, and individuals who own businesses that in turn own your company [8].
Individuals with substantial control - People who influence important company decisions by a lot [1]. This typically includes:
- Senior officers (CEO, President, CFO, General Counsel, COO)
- Those who can appoint or remove senior officers or board directors
- Key decision-makers who guide or shape essential company matters
- Anyone else with substantial control [1]
Your company might have several beneficial owners, and you must report them all [9]. So you need to examine your ownership structure carefully to identify everyone who fits these criteria.
Information needed for each beneficial owner
You must collect and report these details for each beneficial owner:
- Full legal name
- Date of birth
- Complete current residential address (not a business address)
- A unique identifying number and issuing jurisdiction from one of these non-expired documents:
- US passport
- State driver's license
- Identification document issued by a state, local government, or tribe
- Foreign passport (if you don't have any of the above) [1]
On top of that, you need to submit an image of the identification document [1]. It's worth mentioning that you can't use social security numbers as the unique identification number [8].
Collecting company applicant details (if applicable)
Company applicants file the documents that create or register your company. Only businesses formed or registered after January 1, 2024, need to report company applicant information [10].
Your reporting company can have up to two company applicants [10]:
- Direct filer - The person who filed the formation or registration document
- Directing individual - The person who controlled or directed the filing [1]
Company applicants need the same identifying information as beneficial owners. In spite of that, one exception exists: professionals who form businesses (like attorneys or paralegals) can use their business address instead of their residential address [1].
Tips for requesting sensitive information
You need to be organized and tactful when gathering personal details. Here are practical ways to collect this sensitive information:
Use standardized forms - Create a clear form for beneficial owners that asks for all required information in one place [3]
Document your efforts - Keep records of all your contact attempts and verification activities [3]
Cross-check with public records - Make sure the information matches public records and databases [3]
Explain the purpose - Tell people why the law requires this information and how you'll protect it
Send follow-up requests - Try different ways to reach beneficial owners if they don't respond at first [3]
Establish a secure system - Set up rules to store sensitive information safely and track ownership changes [7]
Your report might get rejected if the information isn't complete or accurate [11]. Setting up systems to monitor ownership changes will help your company stay compliant with ongoing reporting requirements.
Step-by-Step Guide to Accessing the FinCEN Filing System
You need to use FinCEN's secure electronic filing system to submit your beneficial ownership information report. Get all the details about your company and its beneficial owners ready before you start the digital submission process.
Creating your FinCEN account
A FinCEN identifier can make your filing process easier. This unique ID lets you share your information with FinCEN just once, instead of multiple times [12].
Here's how to get your personal FinCEN identifier:
- Visit the official FinCEN ID website (https://fincenid.fincen.gov/)
- Click "Create Account" to start your application [12]
- LOGIN.GOV will be your next stop - create an account if you don't have one
- Type your email address, pick your language, and accept the terms
- Click the confirmation link in your email to verify
- Set up a secure password and choose how you want to authenticate
- Add your personal identifying information to complete the application
- You'll get your unique 12-digit FinCEN identifier after approval [13]
Your FinCEN ID comes with great benefits. You can use it instead of entering your personal information each time you file [13]. Beneficial owners and company applicants can simply share their FinCEN IDs with reporting companies rather than giving out sensitive details repeatedly [5].
Keep your FinCEN ID in a safe place - you'll need it later for updates and new filings.
Using the BOI filing portal
The Beneficial Ownership Information E-Filing website (https://boiefiling.fincen.gov) opened its doors on January 1, 2024 [6]. You can submit your beneficial ownership information report in two ways:
Option 1: Online BOIR filing
- Submit your report directly through the website
- Your submission happens right away with step-by-step guidance
- Remember: You can't save and come back - finish it in one go [14]
Option 2: PDF BOIR filing
- Work on your report offline and save your progress
- Send the finished PDF through the filing portal
- Take your time and spread the work across multiple sessions [14]
Here's how to use the filing system:
- Go to FinCEN's BOI E-Filing portal (https://boiefiling.fincen.gov)
- Look for "File BOIR" in the main menu
- Pick how you want to file (Online or PDF) [14]
- Click "Prepare & Submit BOIR" under "File Online BOIR" for online filing
- Read and click "I Agree" to accept the warning message [13]
The online system has five main tabs:
- Filing Information – Choose your filing type (original report, correction, or update)
- Reporting Company – Put in company details and get a FinCEN ID if needed
- Company Applicant(s) – This applies to companies formed after January 1, 2024
- Beneficial Owner(s) – Add owner details or their FinCEN IDs
- Submit – Check everything, certify, and send your report [13]
The system checks your work automatically. It shows you which required fields need filling if you try to certify an incomplete report [13].
After you submit successfully, you'll get:
- A confirmation message on your screen
- A PDF copy of your submission to download and save
- An email confirming your successful filing [13]
FinCEN doesn't charge for your first BOI report [15]. Make sure you track your submission details carefully to handle future updates or corrections, which must be filed within 30 days of any changes to your previous information [5].
Completing Your Beneficial Ownership Report Form
After getting access to FinCEN's filing system, you need to fill out each section of the Beneficial Ownership Information Report (BOIR) form correctly. Your submission must meet all requirements, so pay close attention to every detail.
Company information section walkthrough
The company information section needs specific details about your business entity. Start by entering your company's full legal name exactly as shown on formation documents. You should also add any trade names or "doing business as" (DBA) names your company uses.
Pick the right tax identification type:
- EIN (Employer Identification Number)
- SSN-ITIN (Social Security Number or Individual Taxpayer Identification Number)
- Foreign (for companies with foreign tax identification numbers only)
Foreign reporting companies must list their country of formation and the U.S. state or tribal jurisdiction where they first registered. Your current street address must be complete. The system won't accept P.O. boxes or lawyer's/adviser's offices as valid addresses.
Companies formed before January 1, 2024, should select the "Existing reporting company" box. This choice determines what extra information you'll need to provide.
Beneficial owner information section tips
Each beneficial owner's profile needs detailed identifying information such as:
- Full legal name and date of birth
- Current residential address (P.O. boxes aren't allowed)
- A unique identifying number from an accepted identification document
- The document's issuing jurisdiction
Beneficial owners are people who either control the reporting company or own at least 25% of ownership interests. You can report any number of beneficial owners, though the online form lets you add up to 99.
A beneficial owner's 12-digit FinCEN ID can replace all personal details if they have one. This will streamline your process by a lot since all other fields become disabled except for the Parent/Guardian checkbox (used only for minors).
Company applicant section (formed after January 1, 2024)
This section only applies to businesses registered on or after January 1, 2024. The section becomes disabled for older companies once you check the "Existing reporting company" box.
Newer businesses can list up to two company applicants:
- The person who filed the formation or registration document
- The person who directed the filing (if different from the first)
Professional entity formers like attorneys should use their business address. All others must provide residential addresses.
Just like with beneficial owners, a company applicant's FinCEN ID can replace their personal information if they have one.
Uploading identification documents correctly
Every beneficial owner and company applicant needs proper ID verification. The system takes these file formats:
- JPG/JPEG
- PNG
Your document image should clearly show the ID page with the unique identifying number. Each file can't exceed 4MB. Clear, complete, and readable images are essential - the system will reject blurry or partial images.
You can use these identification documents:
- Non-expired state-issued driver's license
- Non-expired state/local/tribal identification card
- Non-expired U.S. passport
- Non-expired foreign passport (only if other options aren't available)
Review each section carefully before moving to certification and submission. The sensitive nature of this information makes accuracy vital for FinCEN compliance.
Reviewing and Submitting Your BOI Filing
Review your beneficial ownership information report carefully before clicking submit to ensure it meets all FinCEN requirements. This final step marks the end of your preparation and serves as your official submission to federal authorities.
Final checklist before submission
A thorough verification of all information will help you avoid corrections later. Use this pre-submission checklist to review your report:
- Complete all required fields (marked with red asterisks)
- Check if beneficial owner information is accurate and complete
- Make sure identification document images are clear, readable, and under 4MB
- Check if file formats meet requirements (JPG/JPEG, PNG, or PDF)
- Match company information with official formation documents
The person submitting the report must certify that all provided information is "true, correct, and complete." This certification applies to company representatives and third-party service providers acting on the company's behalf.
What to expect after filing
FinCEN's system will give you a confirmation receipt right after a successful submission. Your receipt includes these key verification details:
- Date and time of submission
- A record identification number
- Your FinCEN identifier (if requested)
Your FinCEN identifier for the reporting company will appear in these confirmation details if you requested one. This unique number makes future filings or updates easier since you can reference it instead of entering all company information again.
Note that FinCEN does not charge any fee to submit beneficial ownership information reports.
Saving confirmation and documentation
Proper record keeping aids ongoing compliance. You can download a BOIR transcript from the FinCEN E-Filing Portal right after submission. This document proves your filing and needs secure storage. Save the confirmation email from FinCEN as well.
Keep these records together:
- Copies of all identification documents submitted
- Notes about the filing process
- Calendar reminders for potential updates
Changes in ownership require an update filing within 30 calendar days. Foreign reporting companies registered before March 26, 2025 must file by April 25, 2025. Companies registered after that date must file within 30 days of registration notice.
Good documentation will make future corrections or updates easier to handle. The system lets you reuse PDF BOIRs for updates and corrections, which simplifies maintenance throughout your company's lifecycle.
Managing Updates and Corrections to Your Beneficial Ownership Information
BOI reporting requirements don't end with the original filing. Reporting companies must maintain and update their records accurately to avoid penalties.
When you need to update your BOI report
Changes to previously reported information trigger an update requirement. Companies must file updates within 30 calendar days of any change [2]. FinCEN expects approximately 14.5 million updated reports each year [2].
Updates are needed for these changes:
- Company information changes (legal name, principal place of business, new assumed names) [2]
- Changes in beneficial ownership (new CEO, ownership transfers exceeding 25% threshold) [2] [16]
- Changes to beneficial owner's personal details (address changes, name changes, new identifying documents) [2] [16]
A beneficial owner needs to file an update after getting a new driver's license. This also applies to previously reported minors who reach adulthood [16].
How to file corrections for mistakes
Corrections differ from updates as they fix inaccuracies in previous reports. Companies must submit corrections within 30 calendar days after discovering any inaccuracy [17].
Steps to correct a mistake:
- Find the specific error in your previous report [4]
- Get the accurate information and supporting documentation [4]
- Submit the corrected report through FinCEN's online portal [4]
- Keep confirmation of your submission [4]
Note that you don't need to specifically point out which information changed in correction filings [17]. Penalties usually apply only to willful violations, which helps put compliance in perspective [17].
Setting up a system to track ownership changes
A strong tracking system is vital because these obligations are ongoing. Your procedures should include these elements, whatever your company's size:
- Regular calendar reminders to review ownership information [2]
- Documentation protocols for governance or ownership changes [18]
- Clear responsibility assignments to monitor beneficial ownership changes [18]
- Secure storage system for identification documents and prior filings [18]
Companies face penalties up to USD 591.00 per day for each day a violation continues [18]. This is a big deal as it means that proactive management of beneficial ownership information is crucial, especially when you have reputational risks to consider.
Conclusion
Beneficial ownership information reporting represents a radical alteration in business compliance requirements, especially when you have foreign companies operating in the United States. The process might appear complex, but companies can achieve compliance through a systematic approach.
Proper preparation and organization are essential. Foreign reporting companies need to collect accurate beneficial owner information and maintain documentation. They must submit reports through FinCEN's e-filing system by specific deadlines. Companies that registered before March 26, 2025, need to file by April 25, 2025. New registrations after this date have 30 days from their registration notice to comply.
BOI compliance goes beyond the original filing. Companies must monitor ownership changes and update their information within 30 days of any modifications. Accurate record-keeping ensures ongoing compliance. Clear internal procedures help companies avoid penalties that can reach $591 per day for non-compliance.
Note that this reporting requirement is a vital tool to combat financial crimes by improving business ownership transparency. Business owners who maintain accurate records, stay informed, and meet filing deadlines set themselves up for lasting compliance success.
FAQs
To file a BOI report, visit the FinCEN BOI E-Filing website. You can either upload a completed PDF form or fill out the web-based version directly on the site. Provide all required information, including company details and beneficial owner data. After submission, you'll receive a confirmation, which you should save for your records.
No, there is no fee for filing a Beneficial Ownership Information report. FinCEN provides a free E-Filing system for reporting companies to submit their BOI reports directly.
Failing to file a BOI report can result in severe penalties. Civil penalties start at $500 per day, and criminal penalties can reach up to $10,000 and/or two years in prison. It's crucial to comply with the reporting requirements to avoid these consequences.
Generally, sole proprietorships are not required to file BOI reports because they are not typically created by filing a document with a state or tribal office. However, if a sole proprietorship was formed through such a filing, it may be subject to BOI reporting requirements. If unsure, consult with a tax professional or legal expert.
You must file an updated BOI report within 30 calendar days of any change to previously reported information. This includes changes in company details, shifts in beneficial ownership, or modifications to beneficial owner personal information. Regular monitoring of ownership changes is essential for maintaining compliance.
References
[1] - https://www.harborcompliance.com/understanding-beneficial-owners-and-company-applicants
[2] - https://www.wolterskluwer.com/en/expert-insights/beneficial-ownership-information-ongoing-update-requirements
[3] - https://www.legalzoom.com/articles/how-to-file-beneficial-ownership-report
[4] - https://propelyour.com/blog/how-do-i-correct-mistakes-in-my-boi-report/
[5] - https://www.fincen.gov/beneficial-ownership-information-reporting-rule-fact-sheet
[6] - https://fincen.gov/boi-faqs
[7] - https://www.moodys.com/web/en/us/kyc/resources/insights/how-identify-ultimate-beneficial-owners-why-they-matter.html
[8] - https://www.blockadvisors.com/resource-center/build-your-business/beneficial-ownership/
[9] - https://fincen.gov/sites/default/files/shared/BOI_Small_Compliance_Guide.v1.1-FINAL.pdf
[10] - https://www.northwestregisteredagent.com/boi-reporting/company-applicant
[11] - https://www.brinkersimpson.com/news/important-boi-reporting-information-and-step-by-step-submission-guide
[12] - https://fincenid.fincen.gov/
[13] - https://boiefiling.fincen.gov/resources/BOIR_E-File_Online_Step-by-Step_Instructions.pdf
[14] - https://boiefiling.fincen.gov/resources/BOIR_Filing_Instructions.pdf
[15] - https://www.zenbusiness.com/blog/boi-reporting/
[16] - https://support.taxbandits.com/art/17153/when-should-you-submit-an-updated-boi-report
[17] - https://www.tomtalkstaxes.com/p/changing-a-previously-filed-boi-report
[18] - https://henrykulikcpa.com/how-to-handle-changes-in-ownership-for-boi-reporting/