FinCEN Beneficial Ownership Information Reporting
On January 1, 2024 (“effective date”), a new Beneficial Ownership Information (“BOI”) reporting obligation went into effect for any entities in the United States.
Who must file a BOI Report?
These reporting entities are required to file a report with the U.S. Treasury Department to disclose beneficial ownership information, as well information about the “company applicant”. The beneficial owners are individuals who, directly or indirectly, exercise substantial control over a reporting company or own or control at least 25% of the ownership interest of a reporting company. A “company applicant” is an individual who directly files the document that creates the entity or the document that first registers the entity to do business in the U.S.A. and is primarily responsible for directing or controlling the filing of the relevant document by another.
The filing due date for the initial report is January 1, 2025 for any reporting companies existing on the January 1, 2024 effective date. Any reporting companies created after the January 1, 2024 effective date must file within 30 days after receiving notice of their creation (90 days if created during 2024).
Any changes to the beneficial owners or other required information must be reported to the U.S. Treasury Department within 30 days of the changes. Such changes include, but are not limited to, company name change, new chief executive office or beneficial owner, or address change of the beneficial owner.
A civil penalty of $500 USD per day may be imposed for non-compliance and a criminal penalty of up to $10,000 USD fine and 2 years imprisonment may be imposed for willful failure to report.
Any entities which were established in, or registered to conduct business in, the U.S.A. should consult with their U.S. legal counsel for BOI Report filing.
News