Federal legislation effective January 1, 2024, requires most small businesses, including PLLC’s and professional corporations, to submit a report to the U.S. Department of the Treasury’s Financial Enforcement Network (FinCEN). This legislation, the Corporate Transparency Act (“CTA”) was enacted to help combat criminal activity. Small business entities meeting applicable criteria are required to submit a Beneficial Ownership Information Report (“BOI”). Most small businesses that are LLCs, corporations, or other entities formed by filing documents with the Illinois Secretary of State are required to file. Sole proprietors and general partnerships are not required to file as they are not registered with the State of Illinois.
Current Filing Deadlines for BOI Reports
- Businesses formed prior to 2024: file by January 1, 2025
- Businesses formed in 2024: file within 90 calendar days of entity formation
- Businesses formed in 2025 and forward: file within 30 calendar days of entity formation
Late Filing Penalties
Penalties for late filing may result in a penalty of $500 per day, up to $10,000, and potential criminal penalties of up to 2 years in prison.
Filing Link
You can directly file a required BOI report electronically through FinCEN’s Beneficiary Ownership Secure System (BOSS) which can be accessed here: https://boiefiling.fincen.gov/
Further Information
For more details on necessary filing information and ongoing filing requirements, a detailed FAQ can be found on the FinCEN website: https://www.fincen.gov/boi-faqs
Third-Party Filing Services
If you choose not to file a required BOI report directly on your own, third-party business services companies may do so on your behalf. These companies hold themselves out as providing services that will securely collect required company applicant and beneficial owner information, manage the outreach necessary to obtain BOI and supporting documents, and prepare and file your BOI reports with FinCEN. The following companies may be options to assist:
- Corporation Service Company
- CT Corporation
https://www.wolterskluwer.com/en/solutions/ct-corporation/beneficial-ownership-information
- Cogency Global Corporate Business Service
https://www.cogencyglobal.com/ctacentral
Should you have any questions or wish to discuss this issue further, please feel free to contact attorney Joseph C. F. Willuweit at 312-419-0252.