Submitted by UCS on December 15, 2023

Updating Beneficial Ownership Information with FinCEN

In previous installments of this blog series, we have addressed the immediate changes taking effect in January of 2024.  The Corporate Transparency Act (“CTA”) not only alters the process of establishing a new corporate entity, but the CTA also mandates that Beneficial Ownership Information (“BOI”) remains accurate at all times. As a result, there are specific actions that all Beneficial Owners must take to avoid fines and penalties.

What are the potential reasons for updating BOI information?

There are few circumstances that would necessitate a BOI update, but it is crucial to bear them in mind:

• If previously reported information changes.
• If previously reported information is incorrect or erroneous.
• If your company becomes an exempt reporting company after submitting an initial BOI report.

All of these scenarios indicate a requirement to file an updated BOI report no later than 30 days after the date on which the change occurred.

It is important to clarify that the above details do not pertain to company applicant information. Reporting companies are not obligated to submit an update for changes related to their company applicant information.

Example Updates

Examples of updates that would require reporting include any changes to the information provided in the initial or previous BOI report. This includes adjustments to the reporting company’s information, modifications in beneficial ownership, and alterations to a beneficial owner’s name, address, or unique identifying number.  Specific examples of updates are as follows:

• Any modification to the data submitted for the reporting company, like adding a new DBA.
• A shift in the beneficial owners, like a new CEO, a sale that results in a new owner who meets the 25% ownership interest threshold, or a beneficial owner’s passing.
• Any modification to the name, address, or unique identification number of a beneficial owner as listed in a BOI report.

These examples are sourced from page 45 of FinCEN’s Small Entity Compliance Guide, which offers further details on the rules and provides additional clarity on the examples. For any inquiries, it is advisable to seek guidance from your attorney and refer to the Small Entity Compliance Guide.

Where can I update my information?

To update information in your BOI report, you can use the portal on FinCEN’s website beginning January 1, 2024. There is a 30-day grace period to file the necessary updates. This same timeframe applies to updating personal information for a FinCEN Identifier. According to FinCEN’s Small Entity Compliance Guide, there are no penalties for inaccurate BOI reports if they are corrected within 90 calendar days of filing.

About the authors

Ray Barr is an independent writer and video editor who is presently pursuing a Master of Fine Arts in Creative Writing at The New School. He completed his undergraduate studies in Classical Civilizations at The University of Richmond, where he also explored various disciplines such as History, Anthropology, Environmental Science, and Economics within the framework of a liberal arts education. Ray’s work has been featured in The Messenger literary magazine, and he was honored with The Margaret Owen Finck Award for Creative Writing for his outstanding piece titled “What’s Cooking”.

Keith Sheppard a Business Development Manager at United Corporate Services, holds a Bachelor of Science degree in Paralegal Studies from St. John’s University. With an extensive career spanning over 27 years in the legal services industry, Keith has held various managerial roles, including Client Service Representative and Corporate Paralegal Manager. His wealth of experience enables him to offer valuable perspectives on effectively navigating the intricacies of corporate filing and uniform commercial code transactions.

Disclaimer: The content and materials which have been prepared by United Corporate Services, Inc. regarding the Corporate Transparency Act are for informational purposes only, and are not intended to provide, and should not be relied upon for, tax, legal or accounting advice. You should consult your own tax, legal and accounting advisors before engaging in any future corporate formation transactions.  Content regarding the Corporate Transparency Act has been taken directly from FinCEN.  Additional information regarding the Corporate Transparency Act is available through the FinCEN website by clicking here or you can contact FinCEN directly with additional questions here.