Beneficial Ownership Information (BOI)Â Reporting RequirementsÂ
The U.S. Treasury Financial Crimes Enforcement Network (FinCEN) imposed a new mandatory report filing requirement in 2025 that affects many small businesses, but protracted litigation has delayed its enforcement. The report is known as the Beneficial Ownership Information (BOI) Report, as defined in the Corporate Transparency Act of 2021. The reports are designed to aid law enforcement in the fight against money laundering. The rules apply to (1) U.S. corporations and limited liability companies and (2) foreign companies registered to do business in any U.S. state. The reports ask for the names, addresses, dates of birth, and other personal information of the beneficial owners of the businesses.
The reports were originally due on January 1, 2025, for entities created or registered to do business in the United States before January 1, 2024. Reporting entities created or registered to do business in the United States starting in 2024 had 90 calendar days to file after receiving actual or public notice that their company’s creation or registration was effective. However, due to the litigation, the Treasury has announced that all BOI reporting is currently voluntary.
The litigation has been at the U.S. Appeals Court and Supreme Court level and involves enforcing the Corporate Transparency Act. Even though reporting compliance is not required at this time, business owners should get their documentation to prepare for the eventual reinstatement of the mandatory reporting requirement.Â