Oklahoma Guide to New FinCEN Rules

Navigating the New FinCEN Beneficial Ownership Rules for Oklahoma Entities and Individuals

The Financial Crimes Enforcement Network (FinCEN) has recently implemented significant changes to beneficial ownership reporting requirements.

These changes are aimed at enhancing transparency and combating financial crimes, and will have an impact entities such as limited liability companies (LLCs) and closely-held corporations.

The new rules mean more reporting requirements for businesses, but may not have a substantial impact on the public record for Oklahoma companies trying to protect the individuals who own and manage them.

What are the new rules?

The new Beneficial Ownership Information (BOI) Reporting Rule has an effective date of January 1, 2024 – but requires initial reporting before January 1, 2025. The essence of the rule requires businesses and entities to report the names of the individuals owning or controlling 25% or more of the ownership interests of a subject company, or those exercising substantial control over a subject company, such as a manager, senior officer, or important decision-maker.

Is my entity required to report our beneficial owners?

Your entity should plan to report before January 1, 2025 if your company meets any of the following criteria:

• you are a corporation (C-corp, S-corp, for profit corp)
• you are a limited liability company (LLC)
• the company was created by the filing of a document with a secretary of state, or any similar office under the law of a state or Indian tribe (such as a registered general partnership, registered limited partnership, etc.)
• the company is registered to do business in any state or jurisdiction in the United States through filing a document with a secretary of state, or any similar office under the law of a state or Indian tribe

FinCEN also created a helpful BOI compliance guide for small businesses.

Are there exemptions to reporting requirements?

Yes, there are currently 23 listed exemptions. However, most of the exemptions apply to companies that are already required to report their beneficial owners by some other rule or law (such as banks, credit unions, public utilities, and tax-exempt entities).

In Oklahoma, trusts are not required to be registered with the Oklahoma Secretary of State through a formal filing. That means that revocable living trusts, irrevocable trusts, special needs (supplemental needs) trusts, land trusts, charitable trusts, asset protection trusts, and other trust structures are (at the time of this article) exempt from BOI reporting.

Where do I report?

FinCEN launched a dedicated BOI filing website specifically for reporting beneficial ownership information.

When do I report?

Timing of initial reports is dependent upon the date of formation of the company. Companies registered to do business before January 1, 2024 have until January 1, 2025 to file their initial BOI report. Companies registered/created in calendar year 2024 will have 90 calendar days from the date of creation to file their initial BOI report. Companies registered/created after January 1, 2025 will have 30 calendar days from the date of creation to file their initial BOI report.

Is there a charge or fee for reporting to FinCEN?

No, there is no fee for submitting a BOI report to FinCEN.

What BOI information must be reported to FinCEN?

For each beneficial owner, senior officer, manager, and decision-maker in the company, reporting must require the following:

• full legal name
• date of birth
• residential address
• an identifying number, such as a passport or driver’s license number (with an image of the identification document)

This means that any individual that must be reported to FinCEN as part of a company’s BOI report must keep their company up-to-date on name changes, address changes, and passport/driver’s license number changes. The reporting company is responsible for ensuring the accuracy of their reports, so the new requirements may encourage companies to run background checks, housing checks, and other private investigations into their own employees and stakeholders.

Other necessary reporting information includes the company’s legal name, current business address, state of formation, IRS Taxpayer Identification Number (EIN/TIN), etc.

What happens if I miss a mandatory BOI report to FinCEN?

FinCEN has the power to assess civil and criminal penalties for individuals and companies who disregard beneficial ownership information reporting requirements. At the time of this article, a willful violation of BOI reporting requirements may cause civil penalties up to $500 per day for each day the violation continues, and criminal penalties of up to two years of imprisonment with a fine of up to $10,000.00.

Is there an attorney that helps with FinCEN BOI reports?

Yes! The attorneys at Avenue Legal Group represent individuals, small business owners, and multiple types of stakeholders that are subject to the new FinCEN reporting requirements. Contact the firm by phone, email, text message, or website submission to discuss FinCEN BOI reporting services.