As of January 1, 2024, the US Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) requires new companies to report beneficial ownership information (BOI). This report is due 30 days after incorporation for companies formed after January 1, 2025, or 90 days after incorporation for companies formed between January 1, 2024 and December 31, 2024. Learn more about the requirement in this explainer from our partner Cooley LLC and FinCEN’s FAQ.
[updated Feb. 19, 2025]: Beneficial ownership reporting requirements are back in effect, with a new deadline of March 21, 2025 for companies formed before January 1, 2024. FinCEN will assess its options for further modifying deadlines. For more info, see FinCEN's notice.
What’s a beneficial owner?
A beneficial owner is any individual who either:
- Directly or indirectly exercises substantial control over the company, or
- Owns or controls at least 25% of the ownership interests of the company
For Atlas companies, this may include the following from your Atlas company documents:
- The officers of the company (President/CEO, Secretary)
- The Board of Directors
- Any other founder of individual who owns >25% of the company’s shares
Read Cooley’s guide or consult your lawyer for more help determining who qualifies as a beneficial owner of your Atlas company
Who does this rule apply to?
Most Atlas companies and most new US companies—whether owned by US citizens or not—will be required to file a report under this rule. Check FinCEN’s website to see if your company qualifies for an exemption. If you do, you do not need to take any further action.
Each company needs to file one report (companies do not need to file a report per founder).
What do I have to file in the report?
The report covers three areas:
- Company details: Includes company name, company address, and tax ID (EIN or ITIN)
- Beneficial owner information: Includes personal information (name, date of birth, address) and identification (such as a passport or driver’s license) for each beneficial owner
- Company applicant details: Includes personal information for the individual that incorporated the company.
Frequently asked questions from Atlas users
- Who should I list as my company applicant? Per FinCEN's guidance, Atlas companies should list the account owner (the founder who submitted their company’s Atlas application) as the company applicant. Atlas companies do not need to list any other parties (including Stripe Atlas) as company applicants, nor provide their FinCEN ID.
- What address should I use for the company? If your company has a US address, you should list that address. If your company does not have a US address, you may use your company's registered agent address according to FinCEN's FAQ update issued 4/18/24.
- What if I don't have my EIN yet? Atlas companies should submit their report as soon as they receive their IRS tax ID (EIN). If founders have a US ITIN, or Individual Taxpayer Identification Number, they can use this in place of an EIN.
- If my ownership information changed since I incorporated, what should I report? You should use current ownership information when filing your report. You can find your initial Atlas company information in the Atlas Dashboard, but these documents will not reflect any changes to company information or beneficial ownership information that were made after incorporating.
How do I file my report?
You can file your report directly on FinCEN’s website. Your legal or tax advisor may be able to help you file.
You can find your initial Atlas company information in the Atlas Dashboard; note that these documents will not reflect any changes to company information or beneficial ownership information that were made after incorporating.
Some of Atlas's perks partners may be able to help you file.
Tax, accounting, and compliance partners: These are good options for founders who want to complete their filing as a standalone task, without being required to sign up for additional services.
- Pilot offers one-time BOI report prep, without a tax and accounting commitment (free one-time filing for Atlas companies).
- FileForms offers an annual subscription for unlimited BOI filings as your company ownership changes ($99 for all Atlas companies).
- LegalZoom offers plans that include BOI report filing and additional compliance plans (starting at $149 for Atlas companies).
Equity management partners: These are good options for founders who need to manage equity, as they'll be able to help you file updated reports based on your cap table as your company ownership changes over time.
- Carta offers BOI filing through Carta Launch (free for all Atlas companies). Atlas companies can pre-fill their Carta account setup by clicking Carta in the perks section of the Atlas Dashboard.
- AngelList offers BOI filing for companies using AngelList Equity for cap table management (free for Atlas companies that have raised <$1M). Create an account in a few clicks by starting from the perks section of the Atlas Dashboard.
Find your company details and beneficial owner information (at the time of incorporation) in your Atlas Dashboard. We will update this article with more information from our partners as it becomes available.
Will I have to file this again if my company information or beneficial owners change?
A company may need to file an updated report within 30 days if their beneficial ownership information changes (for example, a new person gains control of >25% of the company’s shares or someone new assumes a role that directly exercises substantial control of the company). See Cooley’s guidance, including:
“A reporting company must file an updated BOI report to communicate changes to company or beneficial owner information (including the beneficial owners’ identities and previously submitted information for them) no later than 30 days after the date on which the change occurred. BOI report data also must be updated within 30 days after the date the company becomes aware of an inaccuracy in a previously filed BOI report or had reason to know of such inaccuracy. Company applicant information does not need to be updated on a reporting company’s BOI report in the event the information changes (e.g., a change in address of a company applicant), but a reporting company does need to file an updated BOI report if there are inaccuracies in previously reported company applicant information.”
Your Atlas documents only reflect the initial ownership structure of your company. As your company grows and changes, you can reference your cap table and equity management software, or consult a legal and tax advisor to understand when you may need to file an updated FinCEN report.
Where can I learn more?
- FinCEN’s website and reference materials
- Cooley's guide to FinCEN reporting: what you need to know
- Cooley’s press release about the requirements
More resources will be added as they become available.
Note: Stripe isn’t a law firm or an accounting firm and can’t provide legal, tax or accounting advice. Consult legal and tax professionals for advice on how to meet ongoing legal, tax, and accounting obligations for you and your company.