Beneficial Ownership Information Report

Many businesses that operate in the U.S. have to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN). What does that mean? We’ll cover everything you need to know about BOI reporting through FinCEN.

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Keep reading for more, or click on one of the links below to jump to that section:

What is a BOI report?
Who needs to file a BOI report?
Who is exempt from BOI reporting?
What are the BOI reporting requirements?
How do I file my BOI report?

What is a BOI report?

A BOI report is a requirement of the 2024 Corporate Transparency Act (CTA), which aims to bring more open reporting to the U.S. business sector in an effort to cut down on financial crimes. Each report must include the names and addresses of a company’s “beneficial owners.”

Is beneficial ownership information publicly available?

No, BOI report responses are NOT public. BOI reports are sent to the Financial Crimes Enforcement Network (FinCEN), which maintains a private database of beneficial ownership information.

How is beneficial ownership information used by FinCEN?

BOI information is kept under strict security measures. However, if a matter of national security or intelligence comes up in relation to a particular company, officials at the federal, state, local, and/or tribal levels may be permitted access. Foreign governments may also be granted access, but only with an international agreement. Finally, financial institutions may consult BOI information as long as they have consent from the reporting company.

Who needs to file a BOI report?

The vast majority of companies registered to do business at the state level in the U.S. are required to file a BOI report. This means:

  • Unincorporated businesses, like sole proprietorships and general partnerships, do not have to file.
  • However, unless otherwise exempt, businesses like LLCs and corporations must file.

Exemptions generally pertain to companies that already report ownership information in some other way. If you have a Delaware LLC or Delaware Corporation, chances are you’ll need to file a BOI report for your company.

Who is exempt from BOI reporting?

Currently, 23 business categories are exempt from filing a BOI report. In general, exempt businesses are tied to highly regulated business sectors, like government or finance, that already report ownership information. Here’s a full list of exemptions from the BOI Small Entity Compliance Guide:

  • Securities reporting issuer
  • Governmental authority
  • Bank
  • Credit union
  • Depository institution holding company
  • Money services business
  • Broker or dealer in securities
  • Securities exchange or clearing agency
  • Other exchange act regulating agency
  • Investment company or investment advisor
  • Venture capital fund advisor
  • Insurance company
  • State-licensed insurance producer
  • Commodity Exchange Act registered entity
  • Accounting firm
  • Public utility
  • Financial market utility
  • Pooled investment vehicle
  • Tax-exempt entity
  • Entity assisting a tax-exempt entity
  • Large operating company
  • Subsidiary of certain exempt entities
  • Inactive entity

If you think your company might be exempt, it’s a good idea to double- or even triple-check. Failure to file a BOI report could result in fines of up to $500 a day, or (depending on the severity of the violation) imprisonment and/or fines up to $10,000.

NOTE: The BOI Small Entity Compliance Guide (linked above) has a checklist for each exempt entity starting on p. 12. It might help you determine whether or not your entity is exempt.

What are the BOI reporting requirements?

A BOI report should contain information in three main categories:

  • Reporting Company. This is a company that’s mandated to file a BOI report.
  • Beneficial Owner(s). A beneficial owner is someone with significant influence over your company, such as at least 25% ownership or significant control over a company’s operations. Depending on the size of your company, you might have several beneficial owners, in which case all of them would need to provide information in your BOI report.
  • Company Applicant(s). A company applicant is the person who filed formation paperwork with the Delaware Corporations Division (or the equivalent office in your state), and/or the person who directed this filing. For example, if you hired someone to file your company’s formation paperwork, both you and the person who filed the paperwork are considered company applicants.

NOTE: You’ll only need to include a company applicant if your company was formed on or after January 1, 2024.

Here’s what you’ll have to report for each one:

Reporting Company Beneficial Owner(s) Company Applicant(s)
  • Legal name (plus any DBAs or trade names)
  • Date of formation
  • Jurisdiction of formation
  • Street address
  • Tax ID number (such as an SSN or EIN)
  • Legal name
  • Date of birth 
  • Residential or business address
  • Photo ID with a unique identifying number (like a driver’s license or passport)
  • Legal name
  • Date of birth 
  • Residential or business address
  • Photo ID with a unique identifying number (like a driver’s license or passport)

How do I file my BOI report?

Your BOI report must be submitted online with the BOI E-Filing System. Before you file, make sure you have all relevant information ready, including copies of each beneficial owner’s photo ID. Once you’ve gathered your information, you can enter it directly into the e-filing system, or submit a PDF version—which will allow you to enter information at your own pace—using the same filing system. (You can download the PDF here.)

When does a BOI report need to be filed?

It depends when your company was formed. In general, companies have 30 days after formation to file their BOI report. However, there are a couple exceptions:

  • Anytime during 2024: You have 90 days to file.
  • Anytime before 2024: You have until January 1, 2025 to file.

How much does it cost to file a BOI report?

FinCEN doesn’t charge anything for BOI report filings. But if you want to skip the hassle of doing it all on your own, we can submit your filing for you for just $25 when you hire us to form your business!

Company Formation + $25 BOI Report Filing

How do I hire you to file my BOI report?

If you’re already a client (whether for Delaware Registered Agent service or business formation service), you can hire us directly from inside your online account:

  • Select “Hire Us”
  • Select “Federal: EIN, S Corp Tax Election, Beneficial Ownership Information”
  • Select on “Beneficial Ownership Information Report”

Otherwise, when you hire us for Delaware Formation Service you can choose to add our $25 “Beneficial Ownership Information Report” at checkout!