FinCEN Proposes Extending Deadline to File BOI Reports

September 28, 2023

The Financial Crimes Enforcement Network (FinCEN) issued a Notice of Proposed Rulemaking (NPRM) to extend the deadline for certain reporting companies to file their initial beneficial ownership information (BOI) reports.

FinCEN proposed to amend its final BOI Reporting Rule to provide 90 days for reporting companies created or registered in 2024 to file their initial reports, instead of 30 days. The proposed rule would not make any other changes to the final BOI Reporting Rule: reporting companies created or registered before Jan. 1, 2024, would have until Jan. 1, 2025, to file their initial BOI reports with FinCEN, and entities created or registered on or after Jan. 1, 2025, would have 30 days to file their initial BOI reports. FinCEN estimates it will take 70 minutes and $85 dollars to file the initial BOI submission.

“FinCEN remains committed to developing a beneficial ownership database that is highly useful to law enforcement and national security agencies, while at the same time minimizing burdens on reporting companies to the greatest extent possible,” said FinCEN Director Andrea Gacki. “We anticipate that the proposed extension of the BOI reporting deadline for the first year of implementation will increase compliance, reduce burden on reporting companies, and promote the creation of a highly useful database.”

FinCEN believes an extension will give reporting companies created or registered in 2024 additional time to understand their regulatory obligations under the reporting rule and obtain the required information. They will also have additional time to become familiar with FinCEN’s guidance and educational materials located at and resolve questions that may arise in the process of completing their initial BOI reports. After Jan. 1, 2025, however, FinCEN said reporting companies should be familiar with BOI reporting requirements and be in a better position to file required BOI reports on a timely basis.

The rule outlines who must file a BOI report, what information must be reported and when a report is due. Under the system, companies will have to file a report containing:

  1. Information about the entity, including full legal name, DBAs, address, state of incorporation and IRS TIN.
  2. Identification of each beneficial owner’s full legal name, date of birth, current residential street address, and unique identifying number from an acceptable identification document. Consistent with the GTO, a person is a beneficial owner if they exert substantial control over the business or own 25% of the business.  
  3. An image of the beneficial owners identifying document.

Last year, FinCEN incorporated ALTA’s recommendations by limiting the number of companies that will be excluded from requirements to file BOI reports. This is critical because it makes it more likely that FinCEN will reduce reporting obligations for financial institutions like title companies that have to comply with the Geographic Targeting Order.

FinCEN encourages all interested parties to submit comments on the NPRM. Written comments on the NPRM should be submitted by Oct. 30, 2023.

Contact ALTA at 202-296-3671 or [email protected].