FinCEN Amends Beneficial Ownership Rule Regarding Use of FinCEN Identifiers

FinCEN adopted a new rule amending FinCEN's beneficial ownership information reporting requirements to clarify the use of identifiers in reporting the beneficial ownership information ("BOI") of related entities.

FinCEN said that the purpose of the new rule was to specify when and how entities required to report BOI may use a FinCEN identifier to report the BOI of certain related entities. The rule applies to reporting companies, which include certain corporations, limited liability companies and other similar entities, that are required to report certain identifying information about the beneficial owners who own or control such entities and the company applicants who form or register them. Under the rule, a reporting company may report another entity's FinCEN identifier and full legal name in lieu of the currently required information with respect to the beneficial owners of the reporting company if:

  • the other entity has obtained a FinCEN identifier and provided that FinCEN identifier to the reporting company;
  • an individual is, or may be, a beneficial owner of the reporting company by virtue of an interest in the reporting company that the individual holds through an ownership interest in the other entity; and
  • the beneficial owners of the other entity and of the reporting company are the same individuals.

The rule was adopted as part of the implementation of the Corporate Transparency Act (CTA) and enacted as part of the Anti-Money Laundering Act of 2020.

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