Frequently Asked Questions

Question 1

What is the deadline for my beneficial ownership info report?

Accepted Answer

Reporting companies that were created or registered prior to January 1, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN. (These companies would otherwise have been required to report by January 1, 2025.) 
Reporting companies created or registered in the United States on or after September 4, 2024 that had a filing deadline between December 3, 2024 and December 23, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN. 
Reporting companies created or registered in the United States on or after December 3, 2024 and on or before December 23, 2024 have an additional 21 days from their original filing deadline to file their initial beneficial ownership information reports with FinCEN. 
Reporting companies that qualify for disaster relief may have extended deadlines that fall beyond January 13, 2025. These companies should abide by whichever deadline falls later. 
Reporting companies that are created or registered in the United States on or after January 1, 2025 have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their creation or registration is effective.

Question 2

How do I get a BOIR?

Accepted Answer

With LegalZoom, we can help you file a personalized and accurate report. We’ll request the information needed to file, and we’ll create a report that includes the identifying information about the individuals who own or control your business, or beneficial owners. 
Then, we’ll file the report for you with the Financial Crimes Enforcement Network (FinCEN). You'll receive confirmation that your report was submitted, so you can rest easy knowing you've checked this off your list.

Question 3

How do I determine if I'm a beneficial owner?

Accepted Answer

A beneficial owner is an individual who directly or indirectly: (1) owns or controls at least 25% of your company’s ownership interests, or (2) exercises substantial control over your business. If you're not sure, you can always talk to an attorney from our legal network.

Question 4

What is an example of a beneficial owner with substantial control?

Accepted Answer

Examples of beneficial ownership and beneficial owners with substantial control include: 
An important decision-maker for the reporting company 
A senior officer (president, chief executive officer, chief financial officer, general counsel, chief operating officer, or any other officer with a similar function) 
An individual with the authority to appoint or remove officers or directors (or similar body) of the company 
Additionally, if you officially formed your business on or after Jan. 1, 2024, you may submit information about the individuals who formed the business (known as "company applicants"), even if they don't qualify as a beneficial owner.

Question 5

Who may file a BOIR?

Accepted Answer

Corporations and limited liability companies (LLC) who qualify as reporting companies may file a BOIR. This means reporting identifying information about the individuals who own or control a business with the U.S. government. This applies to most business entities, known as reporting companies, unless an exception applies.

Question 6

What is the Beneficial Ownership Information Reporting Rule?

Accepted Answer

This regulation, under the Corporate Transparency Act, requests the identification of individuals who benefit from a legal entity. 
The goal of this regulation is to provide transparency around business ownership structures. It helps the federal government crack down on financial crimes and fraud, such as money laundering, corruption, human trafficking, drug trafficking, tax fraud, and fraud against employees, customers, and other businesses. 
The Corporate Transparency Act is legislation that changes the reporting for beneficial ownership information of business owners operating in the United States. It requests businesses identify and document any person who holds a 25% or greater ownership interest or exercises substantial control over the company. 
Under the new regulation, reporting companies file information on each beneficial owner with the U.S. Treasury's Financial Crimes Enforcement Network (FinCEN). FinCEN has developed a database that holds information about each beneficial owner documented by a reporting company.

Question 7

What information is included for beneficial ownership?

Accepted Answer

FinCEN requests businesses provide their legal name, date of birth, address, and an image of an acceptable identification document, such as a passport or driver's license, along with the issuing jurisdiction and the document's ID number.

Question 8

What types of companies do not qualify as reporting companies?

Accepted Answer

FinCEN lists 23 types of exempt business entities that do not qualify as reporting companies. 
Securities reporting issuer 
Governmental authority 
Bank 
Credit union 
Depository institution holding company 
Money services business 
Broker or dealer in securities 
Securities exchange or clearing agency 
Other Exchange Act registered entity 
Investment company or investment adviser 
Venture capital fund adviser 
Insurance company 
State-licensed insurance producer 
Commodity Exchange Act registered entity 
Accounting firm 
Public utility 
Financial market utility 
Pooled investment vehicle 
Tax-exempt entities 
Entity assisting a tax-exempt entity 
Large operating company 
Subsidiary of certain exempt entities 
Inactive entity

Question 9

What companies qualify as tax-exempt and are not considered reporting companies under the BOIR?

Accepted Answer

Companies qualify as tax-exempt entities if they meet any of the following criteria:  
The IRS considers them exempt entities under section 501(c) of the Internal Revenue Code (this will include many entities with nonprofit organization status). 
They lost tax-exempt status under the code less than 180 days prior. 
They are political organizations as defined under section 527(a) of the code. 
They are trusts as defined under section 4947(a) of the code.

Question 10

What companies qualify as a large operating company and may be exempt from filing a BOIR?

Accepted Answer

The agency defines a large operating company as meeting all of the following criteria:  
It is otherwise subject to a federal regulatory regime. 
It has over 20 people with full-time employment status in the U.S. 
It has more than $5 million in gross receipts or sales on a prior year's tax return filed with the IRS, excluding foreign receipts. 
It has a physical operating presence in the U.S. 
It is owned by an entity already exempt under the Corporate Transparency Act. 
It is otherwise designated as exempt by the Secretary of the Treasury and the U.S. Attorney General.

Question 11

What types of companies qualify as inactive entities and are not considered reporting companies?

Accepted Answer

A reporting company must be an active business, and inactive entities are not encouraged to report. FinCEN defines an inactive entity as meeting all of the following criteria:  
It was created before Jan. 1, 2020. 
It is not engaged in active business. 
It is not owned by a foreign person, resident, domestic partnership, corporation, or other estate or trust. 
It has not sent or received over $1,000 while transacting business in the last year. 
It has no assets, including ownership of other companies, in the U.S. or elsewhere.

Question 12

What types of individuals are not considered beneficial owners according to the Corporate Transparency Act?

Accepted Answer

The Act exempts certain people from the beneficial owner definition, including:  
Minors 
Individuals acting as nominees, intermediaries, custodians, or agents on behalf of someone else 
Employees who are not senior officers and whose only interest or control is derived solely from their employment status 
Individuals whose only interest in a reporting company is derived solely from the right of inheritance 
Contingent trust beneficiaries 
Creditors whose only interest is to recover business debts

Question 13

What are the changes for LLCs in 2024?

Accepted Answer

Members, or owners, of a limited liability company (LLC) are likely designated beneficial owners under the beneficial owner definition. This qualifies these LLCs as reporting companies that may file the new report with the federal agency and provide basic contact information about the company and its owners. 
This applies to single-member and multi-member LLCs, all of which are considered reporting companies, and therefore also may identify beneficial ownership information in the BOIR.

Question 14

What is LegalZoom's Compliance Filings plus Licenses & Permits package?

Accepted Answer

Keeping your business compliant is critical to maintaining your good standing status and avoiding penalties, fines, and imprisonment. With Compliance Filings plus Licenses & Permits, you’ll satisfy all the ongoing compliance filing requirements offered in our Compliance Filings package. Plus, we’ll help you secure your required business licenses and permits: 
Custom report of required federal, state, and local licenses and permits 
Direct access to all of your required applications, simplifying and expediting the process for you 
Upload, view, and download business licenses from your LegalZoom account 
Notifications on upcoming expiration dates and new license requirements 
Personalized compliance & licensing support from our experienced specialists

Question 15

What if there are changes to my business after filing a BOIR?

Accepted Answer

Updated beneficial ownership information reports may be submitted for any changes to the owners or controlling members of a business, or their identifying information. For example, an updated BOIR may be submitted when a controlling member is a minor and reaches an age of majority. Another example is if a company becomes tax exempt. Additionally, an updated BOIR may also be submitted if initially reported information is incorrect or if entities make certain amendments.

Question 16

Why should a business use a service to submit the Beneficial Ownership Information Report?

Accepted Answer

The Corporate Transparency Act is one of the most complex legislations to impact small businesses owners. Its latest regulation—the Beneficial Ownership Information Reporting Rule—is effective Jan. 1, 2024 and encourages most limited liability companies and corporations to file the beneficial owner report. 
A service like the one provided by LegalZoom makes it easier for customers to navigate the legal developments and check this task off their to-do list, so they can get back to focusing on their business. 
With LegalZoom, you can accomplish this with three easy steps, saving time and money. Just start by answering a few simple questions about the individuals who own or control your business so the report is personalized and accurate. 
Based on your info, we'll create a custom report, and file it directly with FinCEN for you. Once we file the personalized report with FinCEN, we’ll provide you with confirmation that it's been submitted.

Question 17

What is LegalZoom's Compliance Filings package?

Accepted Answer

Keeping your business compliant is critical to maintaining your good standing status and avoiding penalties, fines, and imprisonment. With Compliance Filings, you’ll satisfy ongoing compliance filing requirements:  
Annual reports: Guided setup and completion of official filings that keep your business information—including its name, address, managers, and other details—updated with the state where required. Filing requirements vary by state. 
Personalized alerts: Alerts notifying you of your specific filing requirements and due dates, simplifying business compliance. 
Amendments: File up to two official changes about your business each year with the Secretary of State, such as a new name, address, or ownership. 
Beneficial Ownership Information Reports: Initial and additional filings for any changes to identifying information. 
Plus, access to personalized compliance support from our experienced specialists.

Frequently asked questions