On January 1, 2024, the FinCEN Beneficial Ownership Information (BOI) Reporting rule took effect and the agency’s filing portal went live. The BOI reporting rule will require nearly every business entity operating in the United States—including many in the rental housing industry—to register and report specific beneficial ownership information of companies like limited liability companies (LLCs).
Background and Scope
The BOI reporting rule - which covers most business entities - requires the disclosure of specific identifying information about the beneficial owners, individuals who directly or indirectly own or maintain ‘substantial control’ over a reporting company or an individual that directly or indirectly owns more than 25% of the ownership interests of the reporting company.
There are 23 categories of exemptions from the reporting requirement, including this non-exhaustive list, which may cover some rental housing operators :
- Public companies
- Tax-exempt companies within one of four specific categories, including 501(c) organizations and 501(a) companies
- Large operating companies: Any company that employs more than 20 full-time employees in the US, generates more than $5,000,000 in gross receipts or sales in the US, and has an operating presence at a physical office in the US
- Business entities engaged in private equity and venture capital activities, including investment companies, investment advisers, pooled investment vehicles, and venture capital fund advisers
- Subsidiaries of exempt entities like those listed above
Reporting Deadlines
As previously reported, FinCEN considered and implemented updated reporting deadlines, which are as follows:
- For reporting companies created or registered before January 1, 2024, the original January 1, 2025 filing deadline remains
- Reporting companies created or registered in 2024 now have 90 calendar days to file the required BOI report
- Any reporting company created or registered on or after January 1, 2025, will have 30 days to file from actual or public notice that its creation or registration is effective
FinCEN has produced this Small Entity Compliance Guide and FAQs to assist individuals and companies in their reporting and compliance activities, but entity-specific questions should be directed to your attorney.
The National Apartment Association (NAA) will continue its federal regulatory advocacy and has worked with industry partners to amplify your voice with key regulatory decisionmakers, including the Department of Treasury’s Financial Crimes Enforcement Network.
If you would like to learn more, please contact Joe Riter, NAA’s Senior Manager, Public Policy.