Author Ownership Details (AOD): A Comprehensive Guide
The Corporate Transparency Act, passed on January 1, 2021, made Beneficial Ownership Information (BOI) reporting a requirement by law for foreign entities registered to do business in the United States. This includes foreign LLCs or corporations registered in any U.S. State or Tribal jurisdiction.
However, an interim ruling by FinCEN on March 21, 2025, exempted U.S. companies and individuals from the BOI reporting requirement. This suspension of reporting applies to most domestic entities, and the deadline for foreign entities to comply with the reporting obligation remains.
New Deadlines for Compliance:
Foreign entities that became reporting companies before March 26, 2025, must file their initial BOI report by April 25, 2025.
On the other hand, foreign entities that become reporting companies on or after March 26, 2025, must file their reports within 30 calendar days of being notified that their registration is in effect.
The BOI reports must be filed electronically through FinCEN’s secure BOI E-Filing system at https://boiefiling.fincen.gov.
The report is 4 pages long and has 51 questions. There is no filing fee for BOI reporting. A 5-minute video is available to guide through the entire BOI reporting process.
It is essential to note that violating BOI reporting requirements could lead to up to two years of federal prison and a $10,000 fine. If one "willfully" ignores the BOI reporting rules, they could face a daily fine of $500 (currently $591 due to inflation).
For more information and to confirm specific situations regarding BOI reporting, FinCEN's FAQ section is available. Additionally, signing up for FinCEN updates via email or text can help track changes in BOI reporting requirements.
The last question in the report requests an image of an identifying document, such as a driver's license. No attorney or certified accountant is needed for BOI reporting.
[1] FinCEN's Beneficial Ownership Information (BOI) Reporting Requirements for Foreign Entities: Frequently Asked Questions https://www.fincen.gov/resources/statutes-regulations/guidance/frequently-asked-questions-beneficial-ownership-information-boi
[2] FinCEN's Interim Final Rule on Beneficial Ownership Information Reporting Requirements for Foreign Entities https://www.federalregister.gov/documents/2023/03/21/2023-05746/beneficial-ownership-information-reporting-requirements-for-foreign-entities
[3] FinCEN's BOI E-Filing System https://boiefiling.fincen.gov
Foreign entities that must file their initial BOI reports, in compliance with the Corporate Transparency Act, can do so electronically through FinCEN's secure BOI E-Filing system, regardless of whether they became reporting companies before or after March 26, 2025. The non-compliance with BOI reporting requirements can result in severe penalties, such as federal prison, fines, or daily fines due to inflation-adjusted amounts.
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