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A BOI report or Beneficial Owner Information report is a report that each US company must file with the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury, to identify the beneficial owner(s) of the company and the company applicants. The goal of these reports is to prevent and deter money laundering, tax evasion and other illicit activities.

By filling a BOI report, reporting companies must provide information about the company, the beneficial owners which are the individuals that ultimately own or control them and company applicants who are the individuals that first registered the company in the US.

Beneficial owners are the natural persons that ultimately own or control the reporting company. (See question 10, Who is a beneficial owner?)

A company applicant is the individual who filled or directed the filling of the articles to first register the reporting in the US. Company applicants are usually accountants, attorneys or other professionals.  (See question 9, Who is a company applicant?)

Companies that were formed in the US or foreign companies registered to do business in the US before January 1, 2024, must file BOI report by January 1, 2025. Companies that are registered on or after January 1, 2024 but before January 1, 2025, must file BOI report within 90 days of the date of registration. Companies that are registered on or after January 1, 2025, must file BOI report within 30 days of registration. For more information (See Who Needs to File a BOI Report? Or Take our BOI Report assessment to see if you need to file BOI report, Do I Need to File a BOI report? 

Reporting companies have an ongoing duty to file updated BOI reports to report changes to information provided in earlier reports. If needed, reporting companies must file corrected BOI reports to correct errors discovered on previously filed BOI reports.

There are 3 types of BOI reports your company can file:

1. Initial BOI report
2. Updated BOI report
3. Corrected BOI report

A reporting company needs to provide:

1. Legal name and any trade name or DBA
2. Street address of principal place of business
3. Jurisdiction of formation or registration
4. Taxpayer Identification Number (TIN) – Social Security number (SSN), Employer Identification Number (EIN), Individual Taxpayer Identification Number (ITIN) or Foreign Tax ID

For each of your company’s beneficial owners (See Who is a beneficial owner?) and each company applicant (if required See Who is company applicant?, your company will need to provide the person’s:

1. Full Legal Name
2. Date of Birth
3. Residential Address (in most cases, a home address); and
4. Identifying number from a driver’s license, passport, or other approved document for each individual, as well as an image of the document that the number is from.

All US companies and foreign companies registered to do business in the United States regardless of size need to file a BOI report unless they are exempt from filing.

A key factor in determining whether your company needs to report us whether you had to file a document with your state’s secretary of state or a similar office to create your company or, for foreign companies, register to do business in the United States.

US companies that need to file a BOI report are any corporations, limited liability companies (LLCs), or any other entities created by filing a document with a secretary of state or any similar office under the law of a US state or Indian tribe. 

Foreign companies that need to file a BOI report are corporations, LLCs, or any other entities formed under the law of a foreign country and that are registered to do business in any state, territory or tribal jurisdiction of the United States by filing a document with a secretary of state or any similar office.

If you are not sure if your company needs to file a BOI report take our assessment, Do I Need to File a BOI report? 

If your company is one of the 23 types of entities listed below, then it is exempt, and you do not need to file a BOI report. 

Your company is exempt from filing a BOI report if it is:

1. SEC reporting securities issuer
2. Domestic governmental authority,
3. Bank
4. Domestic credit union
5. Depository institution holding company
6. Money transmitting business
7. Brokers or dealers in securities
8. Securities exchange or clearing agencies,
9. Other entities registered pursuant to the Securities Exchange Act of 1934 entities,
10. Registered investment companies and investment advisers,
11. Venture capital fund advisers
12. Insurance companies
13. State licensed insurance producers,
14. Entities registered pursuant to the Commodity Exchange Act
15. Accounting firms
16. Public utilities
17. Financial market utilities
18. Pooled investment vehicles
19. Tax exempt entities
20. Entities assisting tax exempt entities
21. Large operating companies
22. Subsidiaries of certain exempt entities
23. Inactive businesses

No, exempt entities are not required to file BOI report. There are 23 types of exempt entities (See question 4, Who is exempt?) If you are unsure about the exempt status of your business, we recommend you seek professional advice from a licensed US attorney.

If your company was created or registered before January 1, 2024, then you need to file the initial BOI report by January 1, 2025.  

If your company was created or registered on or after January 1, 2024, and before January 1, 2025, then you need to file the initial BOI report within 90 calendar days after receiving actual or public notice from your state’s secretary of state or similar office that your company was created or registered, whichever is earlier.

If your company was created or registered on or after January 1, 2025, then you need to file the initial BOI report with FinCEN within 30 calendar days from actual or public notice that the company was created or registered. 

If the information you previously reported changed, your company needs to file an updated BOI report within 30 calendar days of the change.  

If the information you previously reported is incorrect, you need to file a corrected BOI report to correct the error within 30 calendar days after your company becomes aware of, or has reason to know of, the inaccuracy in a prior report. Note: There are no penalties for filing an inaccurate BOI report provided that you correct it within 90 calendar days of when it was filed.

Ready to file your initial BOI report or correct or update a previously filed BOI report? Look no further. File your BOI report with us in three simple steps.

You can file a BOI report electronically through FinCEN’s e-filing system or with a document filing service specialized in BOI report submissions such as Corporate Mile’s BOI report filing service.

Our company uses a proprietary filing system to help you stay compliant with federal regulations in three simple steps while reducing your filing time. Our proprietary BOI Report filing tool enables US companies to quickly and accurately generate and file mandatory disclosure reports with the US government. We interface with FinCEN so you do not have to.

Your company is only required to report its company applicants if it is created or registered on or after January 1, 2024. A company applicant be one or two individuals:

1. The individual who directly files the document that creates OR first registers the entity in the US, AND
2. The individual who is primarily responsible for directing or controlling the filing of the formation document if more than one person is involved in the filing

A company applicant can be a person controlling the reporting company or employees of law firms, accounting firms and any other firms that offer business formation services and were contracted to form the reporting company.  

If your company was created or registered before January 1, 2024, then you do not need to report information about your company applicant in your initial BOI report or any subsequent BOI reports. 

If your company was created or registered on or after January 1, 2024, then you need to report your company applicant information on your initial BOI report, but you do not need to subsequently file updated BOI reports to update this information. See When Do I need to update a BOI report?

If the company applicant information you provided is incorrect, then your company needs to file a corrected BOI report to correct the company applicant information. 

A beneficial owner is any person who directly or indirectly:

1. Exercises substantial control over your company, OR
2. Owns or controls at least 25% of your company.

Anyone who is able to make important decisions on behalf of the reporting company is considered to exercise substantial control over the company.

If you qualify as a beneficial owner but you are one of the individuals listed below, then you are exempt and you do not need to be reported as beneficial owner when filing a BOI report.  

The following individuals are exempt from being reported as beneficial owners on a BOI report:

• Minor children, if the parents or guardians report their information
• Nominees, intermediaries, custodians or agents on behalf of other individuals
• Employees of reporting company
• Future inheritors
• Creditors

Companies required to file an initial BOI report must report changes to any information that is required by filing an updated BOI report.

You need to file an updated BOI report to provide updated information about the company or its beneficial owners including:

• Company name change
• New beneficial owners
• Minor child turns the age of majority according to the law of the state where the company was formed
• Update the ID image from which the beneficial owner’s identification number is obtained when there is a name change or changes to date of birth, street address or identification number of beneficial owner
• Name change of beneficial owner
• New Home address of beneficial owner
• New business address
• Change of identification number of beneficial owners from acceptable ID

You do not need to file an updated BOI report to report changes to company applicant information.  However, you still need to file corrected BOI reports to correct any inaccurate information you previously reported about the company applicants.

You can provide an identification number and an image of one of the following IDs:

1. Valid US passport
2. Valid ID issued by a State, local government or Indian tribe
3. Valid driver’s license issued by a State; OR
4. Valid foreign passport

Minor children are exempt, but your company has to report the required information for a parent or legal guardian of the minor child. Your company must file an updated BOI report when the minor child reaches legal adulthood (age of majority) in the state in where the company was formed.

You do not need to file an updated BOI report if your company was dissolved or terminated after filing the initial BOI report.

If your company is owned by another company, the beneficial owners are the individuals who ultimately own or control the reporting company.

Even where the ownership structure is complex, with many companies owning the reporting company which in turn can be owned by other companies, the reporting company needs to report all natural persons who own or control the company, regardless if ownership or control is direct or indirect (through another company).

If you sold your company, then the new management of the company needs to file an update BOI report to report any changes to the company information and beneficial ownership.

If you inherited a company, then you need to report your beneficial ownership. Your company needs to file an updated BOI report and report the new beneficial owner.  

Your company needs to file a BOI report if formally registered as US company with any state, US territory or tribal jurisdiction or if a foreign company registered to do business in the US in any state, US territory or tribal jurisdiction.

For companies that need to file BOI report, beneficial owner information and company applicant information must be submitted, even if the beneficial owners and company applicants are not US residents, US citizens or green card holders.

If your company fails to file required BOI reports, you can face civil penalties of up to $500/day and criminal penalties of up to $10,000 and/or imprisonment for up to 2 years.

No, FINCEN does not disclose or make available to the public the information contained in BOI reports.

The information from BOI reports is stored in the Beneficial Ownership Secure System (BOSS) which is not publicly accessible. Only authorized users, such as law enforcement, national security agencies, regulators, and financial institutions, are able to access the information, and even then, access can be used only for specific authorized purposes.

No, an inactive business is not required to file a BOI report. For a business to be considered inactive for the purposes of BOI reporting requirements it must meet all of the criteria below:

• The business was in existence on or before January 1, 2020.
• The business does not engaged in active business activities.
• The business is not owned by a foreign person, whether directly or indirectly, wholly or partially.
• The business has not experienced any change in ownership in the preceding 12-month period.
• The business has not sent or received any funds in an amount greater than $1,000, either directly or through any financial account in which the entity or any affiliate of the entity had an interest, in the preceding 12-month period.
• The business does not hold any kind or type of assets, whether in the United States or abroad, including any ownership interest in any corporation, limited liability company, or other similar entity.

No, unless a business entity was created by filing a document with a secretary of state or any similar office under the law of a US state or Indian tribe or registered to do business in any state, territory or tribal jurisdiction of the United States by filing a document with a secretary of state or any similar office.