As of January 1, 2024, millions of U.S. businesses are required to file a Beneficial Ownership Information (BOI) report with the U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN).

Enacted by Congress in 2021, The Corporate Transparency Act (CTA) is an anti-money laundering program aimed at preventing money laundering, terrorist financing, and other illicit activities.

While failing to comply with the BOI reporting requirements may lead to stiff penalties or even jail time, filing is simple and free.

Here is what you need to know to meet CTA compliance:
Who must file?
Every corporation, LLC, or other entity created by the filing of a document with a Secretary of State (referred to as “domestic reporting companies”) is required to file a BOI report, unless it qualifies for an exemption.

What information is needed to file?
Your Company information and Beneficial Owner Information for all individuals who substantially control the company and/or owns or controls 25% of its ownership, must be reported.

Company Reporting
  • Full legal business name,
  • Any trade or “doing business as” names,
  • Complete current street address of the principal place of business,
  • Jurisdiction (State) of formation, and
  • Taxpayer identification number. 

Beneficial Owner Reporting
  • Full legal name,
  • Date of birth,
  • Current residential street address,
  • Unique identifying number and the issuing jurisdiction from either a current (i) U.S. passport, (ii) state or local ID document, (iii) driver’s license, or (iv) if the individual has none of those, a foreign passport, and 
  • An image of the document from which the unique identifying number was obtained. 
When is the filing due?
A reporting company created before January 1, 2024, must file its initial BOI report by January 1, 2025.

A reporting company created between January 1, 2024, and January 1, 2025, must file a report within 90 calendar days of the date on which it receives actual or public notice that its creation has become effective.

A reporting company created on or after January 1, 2025, must file a report within 30 calendar days of the date on which it receives actual or public notice that its creation has become effective.
How does a business complete the filing?
Your initial BOI report (and all future updates/corrections) can be filed electronically with through the Financial Crimes Enforcement Network website. 

What happens if a business doesn't complete the filing?
The penalties for willfully violating the Business Ownership Information (BOI) reporting requirements include:

  • Civil penalties of up to $500 for each day a violation is not remedied.
  • A criminal fine of up to $10,000.
  • Possible imprisonment of up to two years.

There’s no limit on the number of people who can be subject to these penalties. Both senior managers and corporate entities can be held liable for willful violations of the BOI filing rules, including

  • Anyone who willfully files a false or fraudulent BOI report on a company’s behalf.
  • Anyone who willfully provides false information to the filer of a BOI report.
  • Beneficial owners who willfully fail to file a BOI report or file a false report, including corporate officers, directors, or employees and LLC members and employees.