What small business owners must know about the new FinCEN form

Small business owners in the United States are facing a new reporting requirement in 2024 that they need to be aware of. The Corporate Transparency Act (CTA), which went into effect on January 1, 2024, requires most small businesses to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN). This new obligation aims to combat money laundering, tax evasion, and other illicit activities by providing greater transparency around business ownership.

If you're a small business owner, it's crucial to understand whether this new requirement applies to you and what steps you need to take to comply. Let's break down the key details of BOI reporting and what it means for your business.

What is the Corporate Transparency Act?

The Corporate Transparency Act was enacted in 2021 as part of the National Defense Authorization Act. Its primary goal is to prevent bad actors from using shell companies and complex ownership structures to hide illegal activities. By requiring businesses to disclose information about their beneficial owners, the government hopes to close loopholes that have been exploited for illicit purposes.

As Robert Farrington explains, "The Corporate Transparency Act (CTA) requires many businesses to report information about their beneficial owners to the Financial Crimes Enforcement Network (FinCEN), which is part of the U.S. Department of the Treasury. The goal is to make it harder for criminals to hide illicit activities and money through shell companies."

Who Needs to File a BOI Report?

The BOI reporting requirement applies to most small businesses formed by filing documents with a Secretary of State or similar office. This includes:

• Corporations
• Limited Liability Companies (LLCs)
• Limited Partnerships
• Business Trusts
• Other similar entities

However, there are some exemptions. Businesses that are already heavily regulated or have more than 20 full-time employees and $5 million in gross receipts are generally exempt. This includes:

• Public companies
• Banks and credit unions
• Insurance companies
• Tax-exempt organizations
• Large operating companies

If you're unsure whether your business is exempt, it's best to consult with a legal or tax professional.

What Information Needs to Be Reported?

The BOI report requires businesses to disclose information about their beneficial owners - individuals who directly or indirectly exercise substantial control over the company or own at least 25% of its ownership interests. For each beneficial owner, you'll need to provide:

• Full legal name
• Date of birth
• Current residential address
• Unique identifying number from a government-issued ID (e.g., driver's license, passport)
• An image of the ID document

You'll also need to provide basic information about your business, including:

• Legal name
• Any trade names or "doing business as" names
• Address of the principal place of business
• State of formation
• Taxpayer Identification Number (TIN)

When Do Businesses Need to File?

The deadline for filing depends on when your business was formed:

• Existing businesses (formed before January 1, 2024): Must file by January 1, 2025
• New businesses formed in 2024: Must file within 90 days of formation
• Businesses formed on or after January 1, 2025: Must file within 30 days of formation

After the initial filing, businesses must update their BOI report within 30 days of any changes to the reported information.

How to File a BOI Report

FinCEN has created an online filing system for BOI reports. You can access it at https://boiefiling.fincen.gov/fileboir. The filing process is free, but it's important to be cautious of any third-party websites claiming to file on your behalf for a fee.

Farrington advises, "While the filing process is straightforward, some business owners may want to consult with their attorney or accountant to ensure they're providing accurate information and meeting all requirements."

Consequences of Non-Compliance

Failing to file a BOI report or providing false information can result in severe penalties. These include:

• Civil penalties of up to $500 per day
• Criminal penalties including fines up to $10,000 and imprisonment for up to two years

Given the potential consequences, it's crucial for small business owners to take this new requirement seriously and ensure they comply within the given timeframes.

Privacy and Security Concerns

Some business owners have expressed concerns about the privacy and security of the information being collected. FinCEN has stated that the information will be stored in a secure database and will only be accessible to authorized government agencies for law enforcement and national security purposes.

However, as Farrington notes, "While FinCEN has assured that the information will be kept secure, some business owners are understandably concerned about providing such detailed personal information to a government database."

Impact on Small Businesses

The new BOI reporting requirement represents an additional administrative burden for many small businesses. While the filing itself is free, there may be costs associated with gathering the required information and ensuring compliance.

Farrington points out, "For most small businesses, this new requirement will likely be more of an administrative hassle than a significant financial burden. However, it's important to factor in the time and potential costs of compliance, especially for businesses with complex ownership structures."

Preparing for BOI Reporting

To prepare for this new requirement, small business owners should take the following steps:

• Determine if your business is required to file a BOI report.
• Identify all beneficial owners of your business.
• Gather the necessary information for each beneficial owner.
• Mark your calendar with the appropriate filing deadline.
• Consider consulting with a legal or tax professional for guidance.

The Bigger Picture

While the BOI reporting requirement may seem like just another bureaucratic hurdle, it's part of a larger effort to combat financial crimes and increase transparency in the business world. By providing this information, small businesses are playing a role in creating a more secure and transparent financial system.

As Farrington concludes, "While this new requirement may feel burdensome, it's important to remember that it's part of a larger effort to prevent financial crimes. By complying with these regulations, small businesses are contributing to a more transparent and secure business environment."

The new Beneficial Ownership Information reporting requirement represents a significant change for many small businesses in 2024. While it does add an administrative task to your to-do list, understanding the requirements and preparing in advance can help make the process smoother. Remember to stay informed about any updates or changes to the reporting requirements, and don't hesitate to seek professional advice if you're unsure about any aspect of the process.

By complying with this new requirement, you're not only avoiding potential penalties but also contributing to a more transparent business environment. As we move forward, it's likely that we'll see more initiatives aimed at increasing financial transparency and combating illicit activities in the business world.