Introduction
If you own a business entity in the U.S., you’ve likely heard the term BOI filing. But what is BOI filing, and why is it now required?
BOI stands for Beneficial Ownership Information, and filing it is part of a new federal requirement designed to increase corporate transparency. This guide explains everything you need to know about BOI filings, including who must file, what’s included, deadlines, and how to comply.
What is BOI Filing?
BOI filing refers to submitting Beneficial Ownership Information to the Financial Crimes Enforcement Network (FinCEN), a division of the U.S. Department of the Treasury. It is mandated under the Corporate Transparency Act (CTA), which took effect on January 1, 2024.
Why BOI Filing is Required
The BOI filing rule was introduced to:
- Combat money laundering and financial fraud
- Increase corporate transparency
- Track ownership of small businesses and shell companies
- Aid law enforcement in preventing illegal activities
Who Needs to File BOI?
You must file a BOI report if your business qualifies as a reporting company, which includes:
Must File:
- LLCs
- Corporations
- Business entities registered with a Secretary of State
- Foreign entities registered to do business in the U.S.
Exemptions:
- Large operating companies (20+ full-time U.S. employees, $5M+ in revenue)
- Regulated entities (banks, insurance companies)
- Inactive companies meeting specific criteria
What Information Must Be Filed?
Each reporting company must file:
About the Company:
- Legal name and DBA (if any)
- Current U.S. address
- Taxpayer Identification Number (TIN) or EIN
- Jurisdiction of formation
About Each Beneficial Owner:
- Full name
- Date of birth
- Residential address
- Photo ID (passport or driver’s license) and ID number
Who is a Beneficial Owner?
A beneficial owner is any individual who:
- Directly or indirectly owns 25% or more of the company
- Exercises substantial control over the company (e.g., CEO, manager, senior officer)
BOI Filing Deadlines
| Company Type | Formation Date | BOI Filing Deadline |
|---|---|---|
| Existing | Before Jan 1, 2024 | By Jan 1, 2025 |
| New | On or after Jan 1, 2024 | Within 90 days of formation (30 days in 2025) |
How to File BOI Reports
BOI reports are filed electronically through FinCEN’s BOI E-Filing System at fincen.gov.
Filing Steps:
- Gather company and owner information
- Create an account on the FinCEN portal
- Complete the online BOI form
- Submit the report (no filing fee required)
What Happens if You Don’t File?
Failure to file or filing false information may lead to:
- Civil penalties up to $500 per day
- Criminal penalties up to $10,000 and/or 2 years in prison
Stay Compliant with BOI Filing
To stay compliant:
- File by the deadline
- Keep information updated (must file updates within 30 days of changes)
- Work with a compliance expert or service provider like FormLLC.us
Final Thoughts
Understanding what BOI filing is can help protect your business from legal penalties and keep you compliant with new federal regulations. If you’ve recently formed an LLC or corporation — or plan to — make BOI compliance a priority.
