National Small Business United v. Yellen – A ruling was made on March 1, 2024, in a federal district court in Alabama and you can read FinCEN’s official statement about it on their website. But to explain it in human terms, only the individuals and businesses specifically stated in the court’s ruling are exempt from filing a BOI report. The ruling does not apply to the report or congressional act as a whole and does not affect its enforcement on everyone else.

Texas Top Cop Shop v. Garland – A federal district court in Texas handed down a judgement on December 3, 2024, declaring the BOI reporting requirement to be unconstitutional and issued a nation wide hold on all the reporting deadlines. An appeal was filed, but ultimately it was denied by the court.

Government’s Appeal to the Fifth Circuit – This is kind of like the government going to the district court’s manager to appeal again their ruling. On December 23, 2024, they granted their request and lifted the hold on the filing requirement. However, on December 26, 2024, a motions panel within the Fifth Circuit reversed their original ruling so essentially the temporary hold is still in place until they complete the appeal process.

Government’s Appeal to the Supreme Court – This is like going to the head boss. The government filed an appeal regarding the case of Top Cop Shop v. Garland with the Supreme Court on December 31, 2024. They reached a decision on January 23, 2025 to overturn that district court case ruling, removing the nationwide hold. However, they did not address a separate ruling from another case.

Smith v. U.S. Department of Treasury – This is a separate case in the same district court in Texas. On January 7, 2025 they also put a nation wide hold on the BOI reporting requirements. The deadlines established for BOI reporting are not enforceable.

The Beneficial Ownership Information Report (BOI report) is a part of the Corporate Transparency Act enacted by Congress back in 2021. According to FinCEN, this is all an effort to “curb illicit finance”. The basic idea behind the Corporate Transparency Act is requiring companies to report information, by way of the BOI report, about the individuals who ultimately own or control them.

To be in compliance a business owner needs to file a BOI report for each required business with the Financial Crimes Enforcement Network (FinCEN). FinCEN is a government agency that is a bureau of the U.S. Department of the Treasury.

The basic idea behind the Corporate Transparency Act is requiring companies to report information, by way of the BOI report, about the individuals who ultimately own or control them. It’s an effort to “curb illicit finance”.

Beneficial Ownership Information

To be in compliance a business owner needs to file a BOI report for each required business with the Financial Crimes Enforcement Network (FinCEN). FinCEN is a government agency that is a bureau of the U.S. Department of the Treasury.

Financial Crimes Enforcement Network

• If your business was formed in 2023 or prior, you have until the end of the year to file. That’s 12/31/24.
• If your business was formed in 2024, you have 90 days from the date of formation to file.
• If your business is formed in 2025 or beyond, you’ll have 30 days to file.

The simple answer is it applies to business entities, including corporations and LLCs. Here’s how it’s stated on the FinCEN website:

1. a corporation, a limited liability company (LLC), or was otherwise created in the United States by filing a document with a secretary of state or any similar office under the law of a state or Indian tribe; or 
2. a foreign company and was registered to do business in any U.S. state or Indian tribe by such a filing.

Some businesses are exempt from having to file a BOI report, including but not limited to:

• large businesses—businesses with more than 20 full-time employees and $5 million in receipts on their prior-year tax return,
• certain businesses already heavily regulated by the government, such as banks, insurance companies, and publicly traded companies
• nonprofit organizations

The fines and penalties for not filing a BOI report are quite ridiculous. The current law says that they can be $591 per day up to $10,000 and possibly even up to 2 years in prison!

• Personal info for each “beneficial owner”
  • Legal name
  • Date of birth
  • Residential address
  • An ID number (Driver’s license or state ID, US Passport, or foreign passport if neither of the others exist)
  • An image of the ID document
• Business info
  • Business name
  • Business address
  • State of formation
  • IRS-issued tax ID
  • The names of people involved in filing the formation documents with the state

https://www.fincen.gov/boi

Yes. Refer to FinCEN the most up to date information on BOI scams.

Here are a few to be aware of.

• FinCEN will never ask you for payment to file a BOI report. A company you hire for assistance may ask for payment. Otherwise don’t submit payment or personal info to anyone asking.
• The official website to file your BOI report is https://www.fincen.gov/boi. You’re reporting to the FinCEN government agency so make sure you’re on their official “.gov” website.
• FinCEN is the only government agency you file a BOI report with. Any other communication claiming to be a government agency of a different name asking for information regarding BOI is a fake.
• If you see a form circulating online telling you it’s the form you need to file your BOI report, don’t fall for it. You’ll file online through the website.

No. You only need to report the beneficial owners information of the company once. But, if any of the information changes, you need to update the report by basically filing a new one with the correct, updated information.

No. BOI reporting is not a tax issue. It’s a financial reporting compliance requirement included in the Corporate Transparency Act.

No. It’s totally free to file on your own through FinCEN. If you choose to hire a legit business to help you file the report, there may be a cost involved through that company.

Yes.

Yes, one BOI report per business you own.

No. Owners or those who control the company are responsible for filing the BOI report.

Yes, if the person is doing business through an LLC.

Yes, they require the complete address.

No. That is not one of the pieces of information they ask for.

Yes, because that’s a change to information filed in the report.

No. Apparently if a business doesn’t exist anymore, they don’t care and they don’t want to know.

No.

We recommend you file the BOI report yourself. It’s easier than you might think.

FinCEN website, Prime Corporate Services