Every business entity operating in the U.S. should consider whether such entity must report. Existing business entities (formed prior to January 1, 2024) with reporting requirements must file their initial reports no later than January 1, 2025. Entities created or registered in 2024 have 90 calendar days to file their initial BOI report after receiving public or actual notice that their creation or registration is effective. There are 23 types of entities that are exempt from BOI reporting. You can find exemption guidance in Section 1.2 of the “Small Business Compliance Guide” published by FinCEN.
If you are an individual, you may be affected if you are a beneficial owner of, or have substantial control over, a business entity required to report.
1. For domestic (US) entities: Is the entity a corporation, LLC, or other entity created by the filing of a document with a secretary of state or any similar office under the law of a State or Indian tribe?
- If the answer is no, your entity might not be a reporting company. If the answer is yes, go to question 3.
2. For foreign (non-US) entities: Is the entity a corporation, LLC or other entity formed under the law of a foreign country and registered to do business in any State or tribal jurisdiction by the filing of a document with a secretary of state or any similar office under the law of a State or Indian tribe?
- If the answer is no, your entity might not be a reporting company. If the answer is yes, go to question 3.
3. Does the entity qualify for an exemption? (Refer to The 23 exemptions from the Corporate Transparency Act's beneficial ownership information reporting requirement to determine if your entity is exempt from being a reporting company)
- If the answer is yes, your entity might not be a reporting company. If the answer is no, your entity may be a reporting company and you should continue on to see what information will have to be report.
BOI Small Compliance Guide:
BOI FAQ:
There are 23 types of entities that are exempt from BOI reporting.You can find guidance here.
https://www.fincen.gov/boi-