Corporate Transparency Act Beneficial Ownership Information Reporting is now open to business entities formed in U.S.
By: Matt Dochnal

Who Are Company Applicants for Beneficial Ownership Information Reports (BOIR)?

Business entities in the U.S. need to file Beneficial Ownership Information Reports (BOIR), which require information about the company’s beneficial owners and company applicants. Your company applicant is the person who filed the documents to officially form or register your company with the state. 

In this article, we cover exactly who company applicants are and how you can find your company applicant. 

What is A Company Applicant?

Company applicants are key players in setting up a company. They include the person who files the official documents with the state and the person who instructs to start the company.

FinCEN’s rules identify two main types of company applicants:

  • The person who actually files the documents.
  • The person responsible for directing the filing.

How to Identify Company Applicants 

Here is a breakdown of the two types of company applicants.

1st Company Applicant- The Direct Filer 

The 1st company applicant is the person who hands in the company’s formation documents directly to the Secretary of State’s office.

Every reporting company required to name company applicants must pinpoint who the direct filer is. Sometimes, the direct filer and the second company applicant might be the same person. For instance, if you filed your company’s formation documents yourself, you’re the direct filer and the sole company applicant on the BOI Report.

If you used an incorporation service to set up your company, the incorporation service employee who filed your company’s documents with the state becomes the 1st company applicant.

2nd Company Applicant – The Director of the Filing

The 2nd company applicant is the one who initiates the formation of a company. This person orchestrates or oversees the filing process.

Consider this company applicant as the “first step” in creating the company. They could be a small business owner who used an online incorporation service to get things started. Or, they might be a high-ranking officer or manager who instructed an assistant to establish the entity.

Which Companies Report Company Applicants?

Companies established on or after January 1, 2024, must disclose their company applicant information to FinCEN.

Companies created before January 1, 2024, do not have to report their company applicants.

What Information to Report for Company Applicants

If your company was formed on or after January 1, 2024, you must include the following information about your company applicants in the BOI Report:

  • Full legal name,
  • Date of birth, 
  • Current residential address,
  • A unique identifying number, which could be from a non-expired U.S. driver’s license, a non-expired U.S. or foreign passport, or a non-expired state, local, or tribe issued ID, and,
  • An image of the identifying document.

Your company applicant may give you a FinCEN ID number in place of their personal information. FinCEN ID numbers are unique identifiers issued by FinCEN specifically for BOI Reports. 

Using a FinCEN ID helps streamline the reporting process by eliminating the need to repeatedly enter the same information for updates or submissions. Additionally, a FinCEN ID enhances privacy for individuals who need to disclose their details across various companies.

Examples of Company Applicants 

Let’s look at some scenarios to clarify who might be a company applicant for your business:

Formation Agent or Registered Agent

If your company’s formation documents were filed through an incorporation service or a registered agent, the direct filer—the individual who submitted your formation documents—is considered the company applicant.

An Attorney or Paralegal

If you hired an attorney to form your company, and they submitted the formation documents directly to the state, they become the second company applicant. 

If the attorney delegates the filing task to a paralegal, you’ll need to report the paralegal as the company applicant. In this case, you act as the first company applicant since you directed the attorney to initiate and submit the paperwork.

Service Company Employee

If you hired a legal services company to form your company, you will need to report the employee who filed the documents as the company applicant. 

Does My Company Have a Company Applicant?

Yes, every reporting company has at least one company applicant. Each reporting company with a requirement to report company applicants must identify the first company applicant (the direct filer).

It’s important to note that if your company was formed before January 1, 2024, you’re not required to report your company applicants. “Existing companies” only need to report their beneficial owners and substantial control parties.

How Many Company Applicants Does a Company Have?

Every reporting company is guaranteed to have at least one company applicant, known as the direct filer. At most, a reporting company can have two company applicants. The potential second company applicant is the individual who primarily instructed for the company to be formed. That is, if they aren’t the direct filer.

You only need to report a second company applicant if more than one person was involved in forming the company’s.