Beneficial Ownership Information Report (BOIR)
under the Corporate Transparency Act (CTA)

Key Points:

  • Utah Management will NOT be submitting any data.

  • The deadline for filing is currently lifted.

We will retain already submitted information if the HOA is deemed subject in the future upon legal realizations and need to be submitted in a short duration. Please submit if you have not yet or be prepared to, if further updates come forth requiring so.

Detailed Summary:

The December 3, 2024 Ruling

On December 3, 2024, in ruling on a lawsuit challenging the constitutionality of the CTA and Reporting Rule on various grounds, Judge Amos L. Mazzant of the U.S. District Court for the Eastern District of Texas granted plaintiffs’ motion for a preliminary injunction. Unlike another court that had held the CTA unconstitutional, Judge Mazzant preliminarily enjoined enforcement of the CTA and Reporting Rule nationwide. Moreover, the court invoked its power under the Administrative Procedure Act’s stay provision, 5 U.S.C. § 705, to “postpone the effective date of” the Reporting Rule.

Government’s Response

On December 5, the Department of Justice, on behalf of the Department of the Treasury, filed a notice of appeal from the court’s opinion and order to the U.S. Court of Appeals for the Fifth Circuit.

FinCEN also posted a statement to its website. In sum, FinCEN noted that, because of the court’s order, “reporting companies are not currently required to file their beneficial ownership information with FinCEN and will not be subject to liability if they fail to do so while the preliminary injunction remains in effect. Nevertheless, reporting companies may continue to voluntarily submit beneficial ownership information reports.”  FinCEN also noted the appeal filed by the Department of Justice.

What the Appeal and Statement Mean for HOA Entities Subject to the CTA

As we previously described, given the possibility of either the Fifth Circuit or the Supreme Court staying the district court’s order pending appeal, reporting HOA entities’ legal obligations are subject to change on short notice.  If either the Fifth Circuit or Supreme Court stay the district court’s order pending appeal, the Reporting Rule will become enforceable again, though FinCEN may adjust the rule’s deadlines depending on how long the district court’s order remains in effect. It also remains to be seen whether the incoming administration will continue to defend the constitutionality of the CTA or not, although, as a general rule, the Department of Justice typically defends the constitutionality of federal statutes regardless of administration.

HOA Entities that believe they may be subject to the Reporting Rule should closely monitor this matter, and consult with their Utah Management as necessary, to understand when, if at all, they need to comply with the Reporting Rule’s requirements and to allow for sufficient lead time to prepare BOI reports in advance of any filing deadline that may be re-established (with or without adjustment) in the future.

FAQ for HOAs

  • What is BOIR for HOAs?

    A Beneficial Ownership Information Report (BOIR) for an HOA board is a document required under the Corporate Transparency Act that details the identities of individuals who exercise substantial control over the HOA, including board members, and must be submitted to the Financial Crimes Enforcement Network (FinCEN), essentially providing transparency about who owns and manages the HOA to prevent potential misuse for illicit activities like money laundering; this report includes personal information like names, addresses, dates of birth, and government-issued ID details for each beneficial owner.

  • When does BOI reporting start?

    Reporting companies created or registered to do business before January 1, 2024, must file initial BOI reports with FinCEN on or before January 1, 2025. Reporting companies created or registered to do business on or after January 1, 2024 and before January 1, 2025, will have 90 days from creation or registration to file their initial BOI reports. Reporting companies created or registered on or after January 1, 2025, will have 30 calendar days from actual or public notice that the company’s creation or registration is effective to file their initial BOI reports with FinCEN. Any changes to previously reported BOI must be reported to FinCEN within 30 days.

  • What information is required?

    -Individual’s name
    -Date of birth
    -Address
    -Unique identifying number from an acceptable identification document (e.g., driver’s license, passport, etc.)
    -Name of the state or jurisdiction that issued the identification document
    or
    -A FinCEN identifier

  • Do I need to provide this information?

    If you are a member of the board of directors for your HOA, then yes you will need to provide this information. Please use the provided form to send it to Utah Management or you can create your own FinCEN ID and submit on your own at https://boiefiling.fincen.gov/

  • What happens if I do not file?

    A person who willfully fails to comply with BOI reporting may be subject to civil penalties of $500 per day (adjusted for inflation it is now $591 per day) and criminal penalties including a $10,000 fine and/or up to two years of imprisonment.

  • Will Utah Management help?

    Of course. We will gather and file for all active board members to ensure compliance. Rates for this service is a flat charge of $250.00 Per HOA, This will be charged with the year end services.

Resources:

https://boiefiling.fincen.gov/
https://fincen.gov/boi
https://www.fincen.gov/boi-faqs