The Crazy Journey of the BOI Mandates

If you ever had a cat you allowed outside at will, you know how they tend to come and go at seemingly odd times except when dinner is being served. The BOI Mandate is sort of like the cat that begged to be let out and is now scratching at the door to be let back in but not at dinner. 

BOI is short for Beneficial Ownership Information Reporting . Without getting into a lot of detail, if you own an LLC or have a corporation formed at the state level, you have to file an annual report stating who owns the entity by 12/31/XXXX after any change in ownership and shortly after any new formation of the entity. This filing is to the Financial Crimes Enforcement arm of the US Treasury. 

The BOI was created under the Corporate Transparency Act in 2021 and went into effect on January 1, 2024. Immediately, it found itself in litigation – first being declared unconstitutional by one circuit court which only applied to companies in that circuit. Then it was put on hold by another court with a nationwide injunction. Now on appeal, the deadlines are back in force. Congress failed to create an extension of the filings so as it stands today on Christmas Eve 2024, BOIs must be filed by January 13, 2025, which is a 14-day extension of the original due date. 

We have advised clients all year to file the report regardless of the drama. The litigation will snake its way to the Supreme Court and until then, we will not have final guidance. If you haven’t filed already, please reach out to us. We automatically did the reports for all of our clients unless they refused OR did not inform us of an entity that they owned or partially owned .

Addendum

2024.12.26

The 5th Circuit has reversed its own ruling, and the injunction is back in force …….. Sigh …….