Updated January 3, 2024
Companies that have individuals who maintain beneficial ownership of the company must report information about these individuals to the Financial Crimes Enforcement Network (FinCEN), per the Corporate Transparency Act. Reporting businesses that were created or registered to do business after January 1, 2025, must file their initial report within 30 calendar days after the initial business creation or registration.
Deadline to report is January 13, 2025
If your company has one or more beneficial owners, and was already registered to do business before December 3, 2024, you must file your initial BOI report by January 13, 2025.
Companies created between Dec. 3, 2024, and Dec. 23, 2024, have an additional 21 days from their original deadline.
Register through Dibble
To simplify this new requirement, OnPay has partnered with Dibble, a leader in providing BOI registration services for new businesses, to help you file your BOI report for you.
What is beneficial ownership?
The term "beneficial ownership" refers to any individual(s) who can be described as having:
- Substantial control over the business
- Ownership interest of at least 25% of the business
Substantial control
According to FinCEN, someone with substantial control of a business is described as meeting any one of the following characteristics:
- Is senior officer of the company, such as President, Chief Financial Officer, General Counsel, Chief Executive Officer, or Chief Operating Officer
- Can appoint or remove senior officers, members of a board of directors, or any similar body in the company
- Can make decisions that directly impact the operation of the business, including nature and scope, financial decisions such as securing a mortgage or other significant expenditures, and has the authority to reorganize, dissolve, or amend business operations
- Maintains any other type of control of a business not described above
Ownership interest
Someone with ownership interest is described as meeting any one of the following characteristics:
- Owns at least 25% of the equity, stock, or voting rights in the company
- Has an established interest in company assets or profits
- Has an option or privilege of buying or selling equity, stock, or voting rights, capital or profit interest, or convertible instruments
- Has related ownership interest through any instrument convertible into equity, stock, voting rights, or capital or profit interest
- Maintains control of any other instrument, contract, arrangement, understanding, relationship, or mechanism to establish company ownership
Who is exempt from reporting BOI?
FinCEN.gov has a list of 23 entity types that are exempt from beneficial ownership information reporting requirements. Always check with FinCEN to be sure your company is exempt before choosing not to complete BOI reporting.
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