What are the Deadlines for BOIR?
Companies need to submit their BOI Reports to FinCEN before specific deadlines to comply with the requirements. These deadlines depend on the date when the company was formed:
New Companies Formed in 2024 have 90 Days to File BOIR
If you formed your company on or after January 1, 2024, you have 90 calendar days to submit your BOI Report to FinCEN. The countdown starts after you receive official notice from the Secretary of State that your entity has been formed.
New Companies Formed in 2025 have 30 Days to File BOIR
New companies being formed in 2025 will have 30 calendar days to submit their BOI Reports to FinCEN.
Existing Companies Need to File BOIR by December 31, 2024
If you formed your company before January 1, 2024, you need to file the Initial BOI Report by December 31, 2024. Your report will be considered late after this date, and FinCEN can begin to charge you with penalties.
File Updated Reports Within 30 Days
Your company needs to keep its beneficial ownership information up-to-date with FinCEN at all times. Reporting companies need to submit an Updated BOI Reports within 30 calendar days any time a piece of information changes.
File Corrected Reports Within 30 Days
FinCEN requires BOI Reports to be complete and accurate in order to be considered compliant. If you find a mistake in a previous BOI Report, you will need to file a corrected report to fix it.
Corrected BOI Reports need to be submitted no later than 30 calendar days after a mistake is found.
Penalties for Violating the Corporate Transparency Act
FinCEN can charge business owners with serious civil and criminal penalties for BOI Reporting violations. Here are the quick facts about the penalties for violating the Corporate Transparency Act:
Civil penalties include fines up to $500 per day, per violation.
Reporting companies can be fined $500 per day by FinCEN if they fail to file a BOI Report before the deadline. Additionally, a reporting company can also be fined for failing to update FinCEN when its information changes.
Criminal penalties up to $10,000 in fines and two years in jail.
Choosing not to comply with the CTA carries criminal penalties, including up to $10,000 and two years in jail. FinCEN can pursue criminal penalties if a reporting company refuses to file a BOI Report by the deadline or files false information on purpose.
Who Do Penalties Apply To?
Civil and criminal penalties can apply to all of a company’s beneficial owners and senior officers. Additionally, anyone who causes a reporting company to file its BOI Report late, or not at all, can be charged with fines or jail time.
How Does the Corporate Transparency Act Impact Business Owners?
The Corporate Transparency Act introduces a new level of compliance that average business owners in America have never had to face before. In the past, U.S. business owners typically only had to interact with state governments to do things like form LLCs and corporations, obtain business licenses, and register DBAs. However, the CTA is a federal law that requires businesses to report ownership information to the U.S. government.
Most small business owners do not have much experience with the federal government other than filing U.S. federal tax returns with the IRS. However, as of January 1, 2024, 95% of companies in the U.S. need to be familiar with the FinCEN and Beneficial Ownership Information Reporting.
BOIR is an ongoing compliance requirement for small and medium sized businesses. Companies with multiple beneficial owners may need to appoint a dedicated compliance officer who can identify individuals who need to be reported, complete the BOI report and monitor updates.