New in 2024:
(updated 11-20-24)
The BOI E-Filing System supports the electronic filing of the Beneficial Ownership Information Report (BOIR) under the Corporate Transparency Act (CTA)--"beneficial ownership information" meaning information about the individuals who directly or indirectly own or control a company. The CTA requires certain types of U.S. and foreign entities to report beneficial ownership information to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury.
[Emphasis here and below added for clarity about what this is all about. Let me know if someone presents crystal clear and concise information anywhere about who has to do what. In particular, do freelance writers and writing firms need to comply? Meanwhile, read this only when brain working at full capacity.]
• New Federal Reporting Requirement for Who Does Not Have to Report? Beneficial Ownership Information (BOI) ( U.S. Department of the Treasury, Financial Crimes Enforcement Network, www.fincen.gov/boi FinCEN’s Small Entity Compliance Guide includes checklists for each of the 23 exemptions that may help determine whether your company qualifies for an exemption. Please review Chapter 1.2 of the Guide for more information.
• Oh BOI, oh BOI! New Beneficial Ownership Reporting Requirements for Small (and Large) Businesses/ (American Translators Association) "A company that was created in the United States by filing a document with a secretary of state or a similar state or tribal office or similar office in a US territory is required to report BOI. Similarly, a foreign company that was registered with such a state or tribal or US territory office to do business in the United States has to file BOI as well.
'You do NOT have to file if you are a sole proprietor, even if you have a fictitious business name (FBN, also known as doing business as, DBA) and/or obtained an Employer Identification Number (EIN) from the IRS and/or have a professional or occupational license." A good source of info for freelance writers and editors.
"What is a FinCEN identifier and do I need one?
"At the very beginning of the reporting form, you will be asked whether you want a FinCEN identifier. A FinCEN identifier is another unique identifying number (similar to a TIN) which can be requested with the initial BOI filing and used for future BOI reporting. However, according to the FinCEN FAQ, it seems that while companies can be declared inactive with one last BOI report, there is currently no way to deactivate such a FinCEN identifier number, at least not at the time of writing. Since all changes, including changes in address, will have to be reported within 30 days for active companies and active FinCEN identifiers, and since FinCEN identifiers currently cannot be deactivated, it seems unwise to request such an identifier or else you will have to keep filing reports long after retirement."
• Small Entities Must File New Beneficial Ownership Information Reports in 2024 (Center for Agricultural Law and Taxation, Iowa State University, 11-30-23) The CTA was enacted as part of the Anti-Money Laundering Act of 2020 in the National Defense Authorization Act for Fiscal Year 2021, Public Law 116–283. The CTA was enacted to prevent money laundering, corrupt financial transactions, and financial terrorism. It requires the Financial Crimes Enforcement Network (FinCEN, a bureau of the U.S. Treasury) to establish and maintain a national registry of beneficial owners of entities that are otherwise not subject to disclosure regulations. Specifically, FinCEN has stated that collection of BOI will “help to shed light on criminals who evade taxes, hide their illicit wealth, and defraud employees and customers and hurt honest U.S. businesses through their misuse of shell companies.” In furtherance of these goals, the CTA authorizes FinCEN to share the collected information with government agencies, financial institutions, and financial regulations, subject to safeguards and protocols. Answers clearly these questions: Who must file a report? Exceptions to Reporting
• Do you have an LLC? There’s a new federal filing requirement known as BOI. (Jane Friedman, Electric Speed blog, 2-3-24)
"In January 2021, the Corporate Transparency Act (CTA) was enacted by Congress, which requires business entities to file a beneficial ownership information (BOI) report with the Financial Crimes Enforcement Network within the US Department of the Treasury. The CTA went into effect on Jan. 1, 2024. If you have an LLC, you have one year to file your BOI. There is no fee to file, but you may be fined if you don’t file on time."
• New Year, New Rules: 2024 Beneficial Ownership Reporting Requirement (Wolters Kluwer) What (small) business owners, lawyers, accountants must do under the Corporate Transparency Act. Find out how to comply.
• FinCEN issues final rule on access to the beneficial ownership information reported under the Corporate Transparency Act (Sandra Feldman, Wolters Kluwer, 12-22-23) "On December 22, 2023, the Financial Crimes Enforcement Network (FinCEN) issued a final rule (the Access Rule) that sets forth the circumstances under which beneficial ownership information (BOI) may be disclosed to authorized BOI recipients.
" The CTA allows FinCEN to disclose BOI only to six categories of requestors. The Access Rule, among other things, clarifies the purposes for which these requestors may use BOI, the steps they must take in making their request, and the steps they must take to ensure the security and confidentiality of the information. The very long final access file can be accessed here:
https://www.govinfo.gov/content/pkg/FR-2023-12-22/pdf/2023-27973.pdf
• File the Beneficial Ownership Information Report (BOIR)
• Welcome to the BOI E-Filing System
The BOI E-Filing System supports the electronic filing of the Beneficial Ownership Information Report (BOIR) under the Corporate Transparency Act (CTA). The CTA requires certain types of U.S. and foreign entities to report beneficial ownership information to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury.
A “beneficial owner” under the BOI Rule is defined as any individual who, directly or indirectly, either exercises substantial control over a reporting company or owns or controls at least 25% of the ownership interests of a reporting company.
• Starting a Small Business (Pat McNees's article for USIA, many years ago)
• Forming an Entity: When Should Authors Create an LLC or S Corp? (Video of webinar, Author Guild, 8-19-22) AddressThis webinar will addresses such questions as:
At what income threshold is it worth it to form an entity?
How much more complicated will my taxes be?
Does incorporating protect me personally in the event of a lawsuit?
When is an LLC or S corp better for an author?
• Fact Sheet for Beneficial Ownership Information Reporting Rule (Financial Crimes Enforcement Network, or FinCEN, 9-29-22) Under the rule, a beneficial owner includes any individual who, directly or indirectly, either (1) exercises substantial control over a reporting company, or (2) owns or controls at least 25 percent of the ownership interests of a reporting company. The rule defines the terms “substantial control” and “ownership interest.”
• Small Entity Compliance Guide (Financial Crimes Enforcement Network, U.S. Department of the Treasury, Version 1.1 December 2023) Beneficial Ownership Information Reporting Requirements (BOIR requirements). FinCEN's
• Select the filing method that works best for you: File PDF BOIR
• Updates on U.S. Corporate Transparency Act Beneficial Ownership Reporting Requirements (Sidley, Anti-Money Laundering Update, 12-14-23) "This unprecedented collection of information by the government is intended to curtail the deliberate misuse of legal entities and deter illicit financial activity and national security threats that result therefrom."
'The BOI Rule includes 23 categories of exemptions from the definition of “reporting company” from the CTA for entities already generally subject to substantial United States federal or state regulation under which beneficial ownership may be known. These exemptions include, among others, banks, insurance companies, public companies registered with the Securities and Exchange Commission (SEC), broker-dealers, certain investment funds, investment advisers and pooled investment vehicles, certain tax-exempt entities, subsidiaries of certain exempt entities, and a category of “large operating companies.” '