March 21, 2025 Update:
U.S.-formed companies no longer need to file Beneficial Ownership Information (BOI) reports.
FinCEN has released a new rule that now limits BOI reporting to foreign companies doing business in the U.S. — and only if they don’t qualify for an exemption.
Understanding Beneficial Ownership
BOI Reporting requires beneficial owners, or individuals who own or control a significant interest (more than 25%) in a company, to disclose relevant, identifying information. With its mandate being rooted in preventing illicit activities, aiding financial integrity, and aligning the United States with global standards for corporate transparency. Essentially giving the Tax Man oversight on all vested interests in your business, and ensuring that they pay their dues accordingly.
Reporting companies must typically provide the following insights about their beneficial owners:
- Name;
- Date of birth;
- Address; and
- Identifying number from a valid U.S. or foreign-issued ID
Who must file under the new rule
Following the March 21, 2025 rule, the obligation to file BOI reports now applies only to:
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Foreign reporting companies: Entities formed outside the U.S. that have registered to do business in a U.S. state or Tribal jurisdiction
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These entities must still report unless they fall under one of FinCEN’s listed exemptions
Entities formed within the U.S. (formerly known as “domestic reporting companies”) are no longer required to file BOI reports.
Key reporting timelines
For foreign entities that qualify as reporting companies:
- If registered before March 21, 2025: The BOI report is due no later than April 20, 2025 (30 days from publication of the interim final rule).
- If registered on or after March 21, 2025: The report is due within 30 days of receiving confirmation that registration is effective.
How to report your company’s beneficial ownership information (foreign entities only)
Foreign reporting companies must submit their BOI reports through FinCEN’s online BOI E-Filing website, launched January 1, 2024.
To file:
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Visit the FinCEN BOI E-Filing system
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Select “File BOIR” and follow the prompts
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Ensure all required details are complete and submitted by your applicable deadline
We recommend consulting with legal counsel if you’re unsure whether your business falls under the definition of a foreign reporting company.
Streamlining Compliance and Enhancing Transparency
While this change significantly reduces the reporting burden for domestic U.S. businesses, BOI reporting continues to serve an important role in combatting illicit activity through enhanced transparency.
Businesses that fall under the revised requirements should take prompt action to meet the new deadlines.
Though BOI filing is a legal obligation rather than an accounting one, working with a CPA in tandem with legal counsel can help ensure your business processes remain organized and aligned. Contact us for information.
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This blog article is not intended to be the rendering of legal, accounting, tax advice, or other professional services. We base articles on current or proposed tax rules at the time of writing. Older posts aren’t updated for tax rule changes. We expressly disclaim all liability regarding actions taken or not taken based on the contents of this blog. The same goes for the use or interpretation of this information. Information provided on this website is not all-inclusive and such information should not be relied upon as being all-inclusive.
