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Call for Feedback on BOI Filing Requirement

September 23, 2024

by Mike Nelson

Are you a firm providing services around Beneficial Ownership Information (BOI) forms or one that is looking to expand into it? WSCPA is seeking input on what the pain points are for you with the submission.

There has been large uncertainty as the requirements went into effect on January 1, 2024. While the hanging question of whether or not providing these services constitutes unauthorized practice of law (UPL) remains in Washington, and is unlikely to be resolved without litigation, many firms have made determinations of how they would include or not include these services for clients. 

As of July, the Financial Crimes Enforcement Network (FinCEN), the federal agency collecting and tracking the Corporate Transparency Act-required BOI forms, has received only 2.5 million reports of the 32.6 million reports they had expected to be filed this year. While some delay in reporting was anticipated since the forms are not actually due until the end of the year, FinCEN and others monitoring the reports for the federal government have grown concerned. 

FinCEN has reached out to the AICPA and state societies who have been engaging in dialogue on this for the past few years as it was rolled out. They are asking for pain points the CPAs or firms are running into that might be slowing down their completion of the forms. 

At a recent meeting between AICPA and FinCEN, the following concerns were raised: 

  • 30-day timeframe to update or correct BOI reports
    • The AICPA has had a long position to change the 30-day timeframe to a yearly filing requirement.
    • The current 30-day requirement effectively creates a bifurcated work stream. In some situations, accountants may take on the initial filing, though may decline to engage further with the client on monthly tracking for form updates or corrections. In other situations, some accountants may take on the entire engagement, including filing corrected or updated information. This then creates, effectively, a 30-day tracking requirement for accountants who choose to engage with their client on this work and have no previous model to track their client changes in such a manner to ensure their client remains in compliance with the rule.
    • Annually, tax preparer CPAs meet with small business clients to work through their clients’ tax filing needs, and it is in those annual interactions FinCEN BOI information changes will be captured.
    • Creating a 30-day check-in process is not only time-consuming for the CPA, but it may also result in an unnecessarily costly engagement for the small business client.
    • It is within FinCEN’s ability to change the 30-day reporting timeframe.
  • Lack of clarity
    • There are still many pending questions that create areas of uncertainty.
    • The AICPA has continually provided examples of areas where clarity is needed. It is the AICPA’s understanding that FinCEN is open to hearing where clarity is needed and that they are continuously updating the FAQs to reflect their position.
  • Unauthorized practice of law (UPL) and liability
    • AICPA has been meeting with FinCEN, Congressional staffers and external stakeholders to discuss legislative and regulatory solutions. All parties are working on supporting legislation that would provide safeguards for CPAs who perform the work and including a statement that services under the CTA are not considered UPL.
    • Ultimately, the determination of UPL is at the state level.
    • Maryland and New Jersey have provided opinions stating that services can be performed by a CPA so long as professional judgement is used and to consider an attorney for the complex entity structures.
    • Most recently, the Iowa Supreme Court issued an order to update their rules to specifically state that non-attorneys could provide BOI services and it would not be considered unauthorized practice of law. 

If you or your firm have run into additional concerns or problems with the system, please let us know at feedback@wscpa.org with the subject line “BOI Concerns” and we will compile those to share with FinCEN. 

We will continue to work with the AICPA, other state societies, and FinCEN to try and address the concerns and issues that those who do want to provide these services might face. 

Mike Nelson is WSCPA Manager of Government Affairs. Contact Mike via email.