How to File Your Initial Beneficial Ownership Information Report (BOIR) with FinCEN

This post will give you the information you need to file your BOI. Pilot's team also created a step-by-step guide for each of the FinCEN BOIR reporting filing options and a companion worksheet that will help you gather all the information you need. You can get those resources here.

‍How to DIY your BOI

There are five steps you'll need to follow to successfully file your BOIR. Those steps are:

1. Determine if you’re required to file a report.
2. Determine your filing deadline. 
3. Gather the information you’ll need in order to file. You will need info: 
   1. About your company
   2. About your company’s incorporator(s)
   3. About your company’s beneficial owners
4. Pick a method for submitting your report: 
   1. By using FinCEN’s online filing system
   2. By uploading a PDF
5. File your report!

Run into an issue? Check out our troubleshooting tips for common questions below!

Step 1: Determine if you’re required to file a report

Not all companies need to file a BOI report. Here’s a chart to help you determine if a report is required (click to expand):

Step 2: Determine your filing deadline

Your filing deadline depends on when your company was created (or, if a foreign company, when it was registered in the US):

If you were created/registered:

Step 3: Gather information you'll need for the report

(This is where our worksheet might help you stay organized. Download the worksheet and guide here).

Before you are ready to file, you will need to gather some information about:

• Your company
• Company applicants: the person(s) who incorporated your company (or registered your foreign company in the US). 
  • You need to provide information about these people only if your company was created or registered in the US on or after January 1, 2024.
• Beneficial owners: the person(s) who own or run your company.

‍Information about your company‍

• Your company’s full legal name. If you don’t know it by heart, you can find it in your company’s incorporation document. For a corporation, that’s the Certificate of Incorporation (also called Articles of Incorporation in some states). For an LLC, that’s the Certificate of Organization (also called Articles of Organization in some states). If you don’t have a copy of your incorporation document, check out How do I find out my company’s full legal name in our troubleshooting section below.
• Any other names under which your company does business (if any). This could be a “doing business as” (DBA) name if you have one, or any other name that you publicly use when referring to your company.
• Your company’s tax ID number. This is your company’s federal tax ID number (the Employer Identification Number, or EIN). Do not include a dash or spaces (i.e., numbers only). If you don’t have an EIN, check out What should I do if my company doesn’t have an EIN in our troubleshooting section below.
• Country where your company was created.
• US state where your company was created or US state of first registration, if a foreign company.
• Current US business address. This is your principal place of business (headquarters) or, if you don’t have US headquarters, then the primary US location where your company conducts business. If you don’t have one, check out What address should I include if I don’t have a US office or other US physical business location in our troubleshooting section below.

Check out other helpful advice on Should I get a FinCEN number for my company and What is a foreign pooled investment vehicle in our troubleshooting section below.

Information about your company’s incorporators (“company applicants”)

You will need to include this information only if your company was created or registered in the US on or after January 1, 2024. If your company is older than January 1, 2024, you will check the “Existing reporting company” box in your report filing and you can skip to Information about the beneficial owners below.

Who are your company applicants?

Company applicants are the person(s) who helped create your company. If your company was created abroad, these are the people who helped register it in the US. You can determine them by answering the two questions below (if you don’t know the answers, just ask your incorporation service provider):

1. Who is the person who submitted your incorporation paperwork to the Secretary of State where your company was formed?

Note: If a courier was used, list the name of the person who requested that the courier deliver the paperwork.

Note: If you used an online platform or software (for example, Stripe Atlas) to incorporate your company without human involvement, list the name of the person who used the platform/software.

2. Did anyone else control or direct the person who submitted your incorporation paperwork to the Secretary of State where your company was formed? If yes, include them as a company applicant.

Information to report about your company applicants

You will need to provide the following information about your company applicant(s):

• FinCEN ID (if any): if your company applicant has a FinCEN ID number, that’s all you need to provide, and you can disregard the rest of these bullets. Just ask them if they have one.

OR

• Legal name of the person (first, middle, and last)
  • The person’s middle name must be listed if they have one.
• Date of Birth of the person (mm/dd/yyyy)
• Address of the person: this would be their personal address, unless they created your company as part of doing business (for example, a law firm partner or paralegal who prepared or filed the incorporation document), then it would be their business address. This address is not required to be in the US. 
• ID of the person: a non-expired US state driver’s license or ID, US passport or foreign passport - type, issuing jurisdiction, number.
  • A foreign passport may only be used if the person does not have one of the other US IDs. 
• Image of the ID: you will need to upload a picture of the ID that shows the ID number and other identifying information about the person. This typically would be a copy of the front of an ID card or driver’s license or a copy of the picture page of the passport. The image cannot be larger than 5 megabytes and must be in JPG/JPEG, PNG, or PDF format. Only one (1) attachment file may be added per company applicant. 

Information about the beneficial owners of your company

Information about the company’s beneficial ownership is the crux of the BOI report.

Who are your company’s beneficial owners?

For purposes of the BOI report, your company’s beneficial owners are the individuals who own 25% or more of your company and the individuals who run your company. 

25%+ Owners

Does your company have a simple ownership structure where you know who owns 25% or more of your company? If yes, make a list of these 25%+ owner(s) and go to the next chart (Executives). If you have a more complicated ownership structure, see How do I calculate 25%+ ownership if I have a more complex ownership structure in our troubleshooting section below.

Note 1: Calculate ownership on an “as converted, as exercised” basis, with all outstanding rights to acquire ownership - such as options, RSUs, warrants, convertible notes, etc. - counted in.

Note 2: If 25%+ ownership of voting rights is different from 25%+ ownership of economic rights in your company (for example, there are supervoting or non-voting ownership interests), calculate ownership both ways and include 25%+ owners from both calculations.

Note 3: A person may own interests in your company directly (in their own name) or indirectly (for example, through a company they own or partially own). You need to add up all ownership of the person, direct and indirect, to determine whether they own 25% or more of your company. See Example 4 on p. 27 here. 

Note 4: If a 25%+ owner acquired the ownership interest during marriage and lives in one of these states - Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Texas, Washington, Wisconsin - include both spouses as 25%+ owners.

Executives

In addition to 25%+ owners, the following are also considered beneficial owners (add them to your list):

1. To the extent you have them, include your company’s President, CEO, COO, CFO, General Counsel and any other person who performs similar functions at your company, even if they don’t have the exact title. 

2. To the extent there are any, include any person who has the authority to hire or fire any of:

• The senior officers listed in the row above
• A majority of the board of directors

If there is such a person, this typically would be a controlling board member (who can appoint/remove officers), a controlling shareholder (who can appoint/remove the majority of the directors), or the like.

3. Include anyone else who can make or influence important decisions about the company’s business.

Examples of important decisions:

• What kinds of business the company engages in
• Where the company does business
• Significant contracts
• The taking of debt
• Acquisition or disposition of material assets
• Major expenditures or investments
• Approval of operating budget
• Executive compensation
• Sale or winding down of the company
• Changes to corporate governance or company charter

4. You’ll also need to list anyone who has any additional substantial control over your company. 

‍Special Cases

If anyone on your 25%+ Owners or Executives list falls into one of these categories, determine who to include in the report as follows:

Information to report about beneficial owners

You will need to provide the following information about each of the people that you’ve identified as your company’s beneficial owners (each of your 25+ owners and executives):

• FinCEN ID (if any): if the beneficial owner has a FinCEN ID number, that’s all you need to provide, and you can disregard the rest of these bullets. See Should a beneficial owner get a FinCEN ID in our troubleshooting section below.

OR

• Legal name of the person (first, middle, and last)
  • The person’s middle name must be listed if they have one.
• Date of birth of the person
• Residential address of the person
• ID of the person: a non-expired US state driver’s license or ID, US passport or foreign passport - type, issuing jurisdiction, number.
  • A foreign passport may only be used if the person does not have one of the other US IDs. 
• Image of the ID: you will need to upload a picture of the ID that shows the ID number and other identifying information about the person. This typically would be a copy of the front of an ID card or driver’s license or a copy of the picture page of the passport. The image cannot be larger than 5 megabytes and must be in JPG/JPEG, PNG, or PDF format. Only one (1) attachment file may be added per beneficial owner. 

Step 4: Pick a method for filing your report and file!

You can access FinCEN’s BOIR e-filing here. You will need an internet connection and a standard browser. After you input the required information, you will need to provide your email address, first and last name, and certify that you are authorized to file the report. You can file your report by inputting the information in FinCEN’s e-filing system or uploading a completed report in PDF format.

Filing via e-filing system

Before submitting the BOI report, be sure to make a copy of the data you are submitting for your future reference. This is because every time you need to amend the BOI report (see below), you will need to re-enter all the data: both the data that is changing, and the data that is not changing.

Filing via PDF upload

If you choose to upload a PDF, you can find the template here (click “Prepare BOIR”). You will need an up-to-date Adobe Acrobat Reader (currently Acrobat Reader 8) to be able to open the file. Once you input the information in the template, save the file on your computer and then upload the completed PDF here. You will need to provide your email address, first and last name, and certify that you are authorized to file the report. Click “Submit BOIR.”

Keep a copy of the filled out PDF template for your future reference. This is because every time you need to amend the BOI report (see below), you will need to re-enter all the data: both the data that is changing, and the data that is not changing.

Step 5: What to do after filing your report

After you've submitted the report with FinCEN, you should receive a filing receipt and, if you checked the box, a unique FinCEN ID number for the company that can be used to identify the company on certain other filings (like if your company is a beneficial owner of another reporting company, your company’s FinCEN ID # can be included on the other company’s BOI report).  Make sure you keep the filing receipt and FinCEN ID number in a safe place where you remember them.  See also What should I do if I get a message that my company has already filed a BOI report in our troubleshooting section below.

You need to update your BOI report by filing another full BOI report if any information you reported on your prior filing changes. For example:

• your beneficial ownership changes
• your company name changes or you add a DBA
• one of your beneficial owners changes their address or gets a new ID number
• your entity becomes exempt

You must file an updated report no later than 30 days after the change.

Troubleshooting common issues

I don’t know my company’s full legal name and don’t have a copy of my incorporation document. How do I find out my company’s legal name?

If you don’t have a copy of the incorporation document and you don’t remember the exact legal name of your company, you can look for it in the business search database of the state where the company was created. Below is an example with searching for our company, Pilot, in the State of Delaware.

Do an online search for “[state of incorporation] business search” (for example: “Delaware business search”), then go to the most relevant search result with .gov in the URL. That would typically be a page operated by the Secretary of State of the state where your company was formed.

On the page, find the business search query field and type in the name of your company as you remember it.

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In the search results, select your company. 

If there are many similar results and you are not sure which one is your company, use secondary information such as incorporation date, registered agent, etc. to identify your company.

Our company’s formal legal name is Pilot.com, Inc.

What should I do if my company doesn't have an EIN?

A single-member LLC that is a disregarded entity without any employees and without any excise tax liability does not need an EIN. If your single-member LLC does not have an EIN, you should use the owner’s Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN). If the sole owner of the single-member LLC is an entity, report the entity’s EIN or TIN.

If your company is newly created and does not fall into the single-member LLC category above, you should apply for an EIN as soon as possible and, once you have it, list the EIN in your BOI report. You can apply for an EIN here.

If a foreign reporting company has not been issued a Taxpayer Identification Number (TIN), report a tax identification number issued by a foreign jurisdiction and the name of that jurisdiction.

What address should I include if I don’t have a US office or other US physical business location?

If you don’t have a US office (not even a home office) or other US physical location where your company conducts business, you should report the address of your registered agent for service of process. If you do not know this address, you can find it by searching for your company in the database of the Secretary of State where your company was created. See How do I find out my company’s legal name above. Here’s Pilot’s example from the State of Delaware:

FinCEN does not accept PO box addresses.

How do I calculate 25%+ ownership if I have a more complex ownership structure?

Some companies have various types of ownership units: some may carry super-voting rights (for example, 10 votes per share), some may have only economic rights but no voting rights, etc. Sometimes, people may aggregate voting rights because they have contracts with, or proxies from, other owners. For more information and details on how to do analyze these situations, please download our worksheet. If your ownership structure is very complex, it would be prudent to consult with your lawyer how to determine 25%+ owners.

Should a beneficial owner get a FinCEN ID?

A beneficial owner’s information has to be reported to FinCEN, one way or another. If the person does not have a FinCEN ID, they will have to give you a lot of personal information (such as date of birth, copy of ID document), and this may happen over email or by other means that may be susceptible to interception or a data breach. The alternative is for the person to provide this information to FinCEN directly, obtain a FinCEN ID, and then give you their FinCEN ID to include in your company’s BOI report. Which way to choose is a matter of personal preference of the beneficial owner. 

The FinCEN ID will be provided immediately on screen upon completion of the application, so no need to worry about wait time if the beneficial owner wants to get a FinCEN ID. 

Should I get a FinCEN number for my company?

Obtaining a FinCEN ID may save you (and others) some data entry work down the road. In many FinCEN reports, including BOI reports, the company can be identified by its FinCEN ID number, which would save you entering its other identifying information such as state of incorporation, address, etc.

What is a foreign pooled investment vehicle?

A foreign pooled investment vehicle (FPIV) is an investment company formed under the laws of a foreign country and registered in the US.

Special reporting rules apply to FPIVs: Report one individual who exercises substantial control over the FPIV. If there is more than one substantial controller, include the individual with the greatest authority over FPIV’s strategic management. No need to report any company applicants.

What should I do if I get a message that my company has already filed a BOI report?

It is possible that another person from your company already submitted a report for your company. If that is the case, the system will notify you and decline your (second) submission. If you believe the first submission was in error, you can contact FinCEN by filling out a contact form at www.fincen.gov/contact or leaving a voice message at 1-800-767-2825 toll free or 703-905-3591.

Didn’t see your question answered above? Check out FinCEN’s FAQs here.

Pilot provides bookkeeping, fractional CFO and tax return preparation services to small and medium businesses in the US. Check us out at https://pilot.com/. 

Disclaimer

This guide contains general business information and is not not a substitute for and does not include legal or regulatory advice. 

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