January 1, 2024 – FinCEN has begun accepting Beneficial Owner Reporting

Beneficial Owners, i.e., the individuals who ultimately own or control the LLC will have to report their information to the Financial Crimes Enforcement Network (FinCEN). FinCEN is a bureau of the U.S. Department of the Treasury.

Your company may be a reporting company and need to report information about its beneficial owners if your company is:

1. A corporation, a limited liability company (LLC), or was otherwise created in the United States by filing a document with a secretary of state or any similar office under the law of a state or Indian tribe ; or

2. A foreign company and was registered to do business in any U.S. state or Indian tribe by such a filing.

The Corporate Transparency Act of 2021 requires many companies doing business in the U.S. to report information fo FinCEN about the individuals who orwn or control them. This law creates a beneficial ownership information reporting requirement as part of the U.S. government’s efforts to make it harder for bad actors to hide or benefit from their ill-gotten gains through shell companies or other opaque ownership structures.

The Financial Crimes Enforcement Network’s (FinCEN’s) system for e-filing beneficial ownership information reports began accepting filings on Jan. 1, 2024

Existing companies (created or registered to do business before Jan. 1, 2024), have until Jan. 1, 2025, to file.

Companies created or registered to do business during 2024 will have 90 days to file after receiving actual or public notice that the company’s creation or registration is effective. Reporting companies created or registered on or after January 1, 2025, will have 30 calendar days from actual or public notice that the company’s creation or registration is effective to file their initial BOI reports.

The willful failure to report complete or updated beneficial ownership information to FinCEN, or the willful provision of or attempt to provide false or fraudulent beneficial ownership information may result in a civil or criminal penalties, including civil penalties of up to $500 for each day that the violation continues, or criminal penalties including imprisonment for up to two years and/or a fine of up to $10,000. Senior officers of an entity that fails to file a required BOI report may be held accountable for that failure.

FinCEN has issued and will continue to issue frequently asked questions to address specific questions on the topic. They can be found here