BOI & FinCEN REPORTING – Have You Filed?

As we approach the end of 2024, we continue to get questions about the BOI filing requirements for entities.  While there are legal challenges to this new regulation, none have succeeded on a national level.  As such, please make sure you are aware of this potentially new obligation if you own or lead an entity.  For those that have questions, we have an information page for your reference.  In addition, on September 10, 2024, FinCEN issued new FAQs (updated sections are listed below):

C. 14. If a reporting company created or registered in 2024 or later winds up its affairs and ceases to exist before its initial BOI report is due to FinCEN, is the company still required to submit that initial report?

• Yes, reporting companies still have a 90 days to file in 2024 and 30 days in 2025 (if formed/registered in 2025).  If they cease to exist after the initial report but prior to the initial 90/30 day period, there is no additional obligation to file a report.

C. 15. Who may file a BOI report on behalf of a reporting company created or registered in 2024 or later that ceases to exist before its initial BOI report is due to FinCEN?

• Anyone whom a reporting company authorizes to act on its behalf—such as an employee, owner, or third-party service provider.

C. 16. Is a foreign company required to report its beneficial ownership information to FinCEN if the company stopped doing business in the United States before reporting requirements went into effect on January 1, 2024?

• A foreign company is not required to report its beneficial ownership information to FinCEN if it ceased to be registered to do business in the United States before January 1, 2024 (FYI, the foreign company must be entirely withdrawn from US registrations).

G. 4. Should an initial BOI report include historical beneficial owners of a reporting company, or only beneficial owners as of the time of filing?

• An initial BOI report should only include the beneficial owners as of the time of the filing (unless the report is filed after the company ceases to exist, then the BOI information at the time it ceased to exist should be included).

Here are a few other items of interest:

• Two reports reveal the impacts massive tax hike would have (nfib.com)

As always, please don’t hesitate to email myself (jsanders@mpl-law.com), Andy Miller (amiller@mpl-law.com), Christian Miller (cmiller@mpl-law.com), Erik Spurlin (espurlin@mpl-law.com), Brad Leber (bleber@mpl-law.com) or anyone in our office with questions or comments.   

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