Do You Need to File a BOI Report? Here’s the Answer
Maybe you missed it. Maybe you heard something about it and thought, “They don’t mean me, right?” Or maybe, like most busy small business owners, you were buried in day-to-day tasks and figured you’d come back to it later. Well, time’s almost up. The deadline to file your Beneficial Ownership Information (BOI) Report is approaching—and yes, it likely applies to you.
What Is a BOI Report?
The Corporate Transparency Act (CTA), passed in 2021, was designed to prevent financial crimes by increasing business transparency. Beginning January 1, 2024, the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) requires many small businesses to file a report identifying the individuals who own or control them.
If your business existed before January 1, 2024, you have until January 1, 2025 to submit your initial BOI report. If you formed a business during 2024, you have 90 days from the date of creation. Starting January 1, 2025, new businesses will only have 30 days to file.
Does This Apply to My Business?
In most cases, yes. If your business was created by filing paperwork with a state agency—such as forming an LLC, electing S corp status, or applying for a sales tax permit—it likely qualifies as a “Reporting Company” under the new rules. The goal of the law was to capture as many entities as possible, including single-member LLCs and small S corps. Unless you fall under one of the specific exceptions, this law applies to you.
Are There Any Exceptions?
FinCEN does provide a list of 23 types of entities that are exempt from reporting. Most of these are already subject to heavy regulatory oversight. For example:
- Financial institutions like banks, credit unions, and investment firms
- Insurance and accounting firms
- Government agencies and public utilities
- Tax-exempt nonprofits and related entities
- Large operating companies that have at least 20 full-time employees, a U.S. office, and $5 million or more in annual revenue
The “large operating company” exception is particularly tricky. If a company that qualifies today falls below any of the thresholds in the future—even temporarily—it must file a report within 30 days of that change. For that reason, many borderline businesses are choosing to file now to stay ahead of the curve.
Who Is Considered a Beneficial Owner?
The term “beneficial owner” refers to any individual who either owns 25% or more of a company or has substantial control over it. This includes traditional owners, silent partners, and even key executives or officers who don’t hold ownership but influence how the company is run.
In practice, this means most companies will report at least one individual—typically the sole owner or a small group of partners. In a more complex structure, anyone with significant decision-making authority or day-to-day control must be listed. For example, a non-owner serving as Chief Operating Officer would be included, just like an owner with 40% equity.
The purpose is to identify the actual people behind each business, not just the legal entities. Every business is assumed to have at least one beneficial owner.
What Information Do You Need to File?
The process is straightforward. You’ll need your company’s legal name, EIN, business address, and the date it was formed. Then for each beneficial owner, you’ll need their legal name, date of birth, residential address, and a scanned image of their driver’s license or U.S. passport. This photo ID requirement is often the slowest step in the process, so it’s a good idea to start gathering that now.
How and Where Do You File?
Reports must be submitted through FinCEN’s online filing system, available at fincen.gov/boi. Filing is free, and most business owners can complete it in under an hour. If your situation is more complex—or you just want someone else to handle it—Varsity Tax Prep offers guided support and full-service filing options.
What Happens After You File?
Once you file your initial BOI report, you’re done—unless something changes. BOI is not an annual filing. But if you move, change ownership, bring on a new partner, or shift executive roles, you’ll need to file an updated report within 30 days.
This isn’t a recurring chore, but it’s still important to keep it on your radar anytime something significant changes in your business structure or leadership.
Don’t Wait Until December
BOI reporting might feel like just another hoop to jump through—but for most small businesses, it’s a manageable one. The real risk is ignoring it. FinCEN’s site makes filing easy, but identifying who counts as a beneficial owner is where things can get murky.
Our advice: don’t wait. The deadline may feel far away now, but Q4 always flies by—and penalties for noncompliance won’t be waived for procrastination.
At Varsity Tax Prep, we’re helping small businesses across the country navigate this new requirement and get it filed right the first time. Whether you want step-by-step help or a hands-off solution, we’re ready to support you.
Need help filing your BOI report?
Schedule a consultation today and we’ll take care of it—so you can focus on your business, not new compliance rules.
