As you may know, the Corporate Transparency Act, enacted in 2021, requires companies to provide key information about beneficial owners in their organizations by December 31, 2024. These beneficial ownership information (BOI) reports demonstrate a significant shift in how companies of all sizes, including many LLCs and S Corps, disclose ownership details.
What is a BOI report?
BOI reports provide essential information about the reporting company, such as their legal name, mailing address, and employer identification number. Additionally, the company must disclose key information about its beneficial owners, such as their name, birthdate, address, and a unique identifying number from a driver’s license, passport, or state-issued identification.
When are BOI reports due?
Those who open companies in 2024 have 90 days from the day the initial report was filed. However, companies existing before 2024 get slightly more leeway, with a deadline of January 1, 2025, to file.
How often are BOI reports filed?
A BOI report doesn’t expire, so no annual reporting requirement exists. However, if information on a BOI report changes, a company has 30 days to submit corrections or updates.
Who files a BOI report?
BOI reporting applies to domestic companies created by filing a document with the Secretary of State or a similar office. Notably, domestic companies may include corporations or LLCs.
Companies subject to substantial regulation may be exempt from BOI reporting, including:
- Publicly traded companies
- Financial services
- Tax-exempt organizations
- Accounting firms
- Large operating companies that meet certain exceptions
BOI reports were ruled unconstitutional, so why is the law still in effect?
On March 1, 2024, a federal court in Alabama found the reporting requirements established by the CTA were unconstitutional in National Small Business United v. Yellen. On the surface, it may seem that all BOI reporting was deemed unconstitutional. However, the ruling covers only plaintiffs in the lawsuit.
The bottom line is that the CTA remains in effect for most entities and individuals. So, if your company doesn’t meet a BOI report exemption or wasn’t a party to the lawsuit, there’s a good chance you have a reporting company.
How can we help you?
Bell and Associates can help you analyze your company’s reporting requirements. If a BOI is necessary, we can help you compile what you need to submit your BOI report online.
