Information on Beneficial Ownership for Writers: A Comprehensive Guide
Foreign entities registered to do business in the United States are now required to comply with the updated Beneficial Ownership Information (BOI) reporting requirements under the Corporate Transparency Act (CTA). Here's what you need to know:
Who needs to file: Only foreign entities (formed under foreign law) registered to do business in a U.S. state or tribal jurisdiction are required to file BOI reports. Domestic U.S. entities, including those formed in Texas, are now exempt from reporting and updating BOI filings.
Deadlines: Entities registered before March 26, 2025, must file their initial BOI report by April 25, 2025. New foreign registrants after March 26, 2025, must file within 30 days of registration.
Filing process: Reports are filed electronically through the FinCEN BOI Reporting (BOIR) portal, either by completing an online form or uploading a completed PDF.
Required information: For each beneficial owner, filers must provide full legal name, date of birth, residential address, and a unique identifying number from an acceptable ID document.
Updates: Companies must update their BOI report within 30 days of any changes in ownership or company information.
Penalties: Although enforcement for domestic entities is paused with no fines currently being issued, it remains important for foreign reporting companies to comply to avoid penalties, which may include fines and potential imprisonment per the Corporate Transparency Act.
Additional notes: There is a new FinCEN guidance requiring spouses of beneficial owners in community property states to be reported if ownership exceeds 25%, with a deadline to update filings by December 31, 2024.
Important: On March 21, 2025, FinCEN removed the requirement for U.S. companies and individuals to report beneficial ownership information (BOI). This change does not affect foreign entities registered to do business in the U.S.
A 5-minute video is available to guide foreign entities through the entire BOI reporting process. For more information, foreign entities should confirm their specific situation by checking FinCEN's FAQ section. Foreign entities have the option to create a FinCEN ID to simplify the reporting process, and no attorney or certified accountant is needed to file the BOI report. The BOI report process can be completed in the time it takes to finish a cup of coffee.
- The updated Beneficial Ownership Information (BOI) reporting requirements under the Corporate Transparency Act (CTA) apply to foreign entities registered to do business in the United States, as these entities need to file BOI reports to comply with the new regulations.
- Foreign entities, when completing their BOI reports, must provide full legal name, date of birth, residential address, and a unique identifying number from an acceptable ID document for each beneficial owner, adhering to the required information specified in the reporting process.
