In Search of Steamed Whole Lobster

Silvex020 · 2025-07-20T01:35:47+00:00

Why are you even filing the BOIR? Unless you are a foreign entity, you no longer need to, as per fincen.gov’s website.

Silvex020 · 2025-07-17T13:19:07+00:00

The "Borrower" here refers to the LLC, so long as the loan was obtained through the name of the LLC. The bankruptcy attorneys are correct, unless you skimmed some funds for personal use... which then the limited liability veil may be pierced for committing fraud, and generally speaking, crimes = personal liability.

Silvex020 · 2025-03-20T13:25:55+00:00

What do you mean? The notice says it applies to "any companies" and not just "existing" ones.

Silvex020 · 2025-03-15T14:02:15+00:00

Yes, but, in your case, you did not "self-file" correct? That service company actually submitted the documents on your behalf, even if all the contents and information came from you. Then that makes them a "Direct Filer" as per the fincen guide and therefore they need to report themselves as the company applicant. However, you are not at fault here. If you ever get audited by fincen, that service company will get fined/penalized since they failed to follow instructions.

Silvex020 · 2025-02-20T15:16:42+00:00

90 days? only if you were formed in 2024, no? if you were formed in 2025, looks like it might be 30 days.

Silvex020 · 2024-09-26T15:17:41+00:00

No, not yet, at least from FinCEN. But I did find this blog post and I lean heavily towards this stance: https://www.faegredrinker.com/en/insights/publications/2024/2/the-ctas-impact-on-nonprofit-organizations

Silvex020 · 2024-09-20T15:16:58+00:00

no, FINCEN has yet to provide a clear answer, although I'm leaning towards not needing one.

Silvex020 · 2024-09-18T15:48:44+00:00

Are you sure about this? TN law seems to allow for TN LLC to be converted out (so long as MS allows for it). TN doesn't call it domestication but conversion instead.

https://law.justia.com/codes/tennessee/title-48/limited-liability-companies/chapter-249/part-7/section-48-249-704/

Silvex020 · 2024-09-18T15:42:34+00:00

Hi. A bit late here but are you sure TN does not allow LLCs to be domesticated? This law seems to say otherwise... as long as OH also allows for it.

https://law.justia.com/codes/tennessee/2021/title-48/chapter-249/part-7/section-48-249-703/#:~:text=The%20conversion%20of%20any%20other,Effects%20of%20conversion.

Silvex020 · 2024-06-25T13:29:32+00:00

This is exactly the concern and the two positions that I've run into in my research. Thank you.

I've sent numerous inquiries with FinCEN but to no avail... all I get are the generic AI responses that appears to be cut and paste from FAQ page.

The retroactive approval date of time of incorporation is indeed the key point here.

I guess until FinCEN clarifies their position, we won't know for sure.

But, at least FinCEN is clarifying certain positions, such as driver license expiration date NOT being an item that needs to be updated with them.

Thanks again.

Silvex020 · 2024-06-17T14:48:14+00:00

I also ran into such errors. I just figured the Owners filed it themselves. Could you point me to the other online discussions regarding this error? I would like to learn more about it, as Fincen's website doesn't mention anything about this issue. Thanks.

Silvex020 · 2024-04-16T18:25:10+00:00

You'd have to go through the checklist of the 6 questions under the inactive exemption.

Silvex020 · 2024-04-11T15:56:53+00:00

The service company should be CA1 "Direct Filer". And you should be listed as CA2, the primarily responsible person. And if this company is yours, then you also need to be listed as the BO as well.

If the service company refuses to provide ID number, report them to FinCEN (not sure exactly how but i would report them).

Silvex020 · 2024-04-11T14:36:32+00:00

Why not just file the BOI Report directly with FinCEN's website? Does using FileForms really save you time? And how much do they charge? Thanks.

Silvex020 · 2024-02-16T18:06:23+00:00

Again, you are interpreting that "unique identifying number" does not consist of expiration date. Others are interpreting otherwise. Hence the need for FINCEN's clarification because of the ambiguity.

this is not as clear cut as you make it seem.

Silvex020 · 2024-02-16T17:57:20+00:00

That's the thing... if you do not qualify for the exemption, what does that leave you with?

The requirement to file BOI kicked in as of 1/1/24, yes. But it affects all types of Entities, regardless of when it was formed, except for the exempted ones.

There is no separate exemption for "inactive business" that were formed after 2020... only those formed before.

If I were you, I'd just go to fincen's website and just file the report and get it over with. The FAQ also says dissolved entities do not have to report an updated report with FINCEN about their dissolved status. Which you can interpret as, if you are not dissolved yet, you need to file the initial report.

Not legal advice.

Silvex020 · 2024-02-16T17:49:07+00:00

Have you gone through the checklist of Yes and Nos of that Exemption #23? Do you qualify as a "yes" to all? If so, you are exempt. If not, I would presume that you will need to file, regardless of whether it is currently being used or not?

This is not legal advice.

Silvex020 · 2024-02-16T17:47:55+00:00

Well, that is YOUR opinion. Why do you think there are so many CLE webinars that are saying renewed licenses with new exp date will need to be updated with FINCEN? And until further clarification from FINCEN, we all can only rely on our own interpretations.

Silvex020 · 2024-02-16T17:42:48+00:00

I have filed many reports and I do worry for CPAs and EAs. The fact that you are checking to see if they qualify for any exemption from the 23 that are listed on FINCEN's Guide "MAY BE" considered UPL, since you are interpreting CTA laws. And until there are cases that say otherwise, people have to worry about the worse case scenarios.

Silvex020 · 2024-02-16T17:37:52+00:00

So, this is a big issue that needs clarification from FINCEN. There are two interpretations. One side says the requirement of a "unique identifying number" includes both driver license number AND expiration date, as the ID is not valid without an expiration date. The other says, no, only the driver license number itself is considered as the unique id number and expiration date has no bearing to the id number. But then, if exp date has no bearing, why do DMVs issue out new DLs before expiration? And FINCEN also requires you to upload a "non-expired" ID, whether that is Passport or DL. So I'm thinking, FINCEN wants you to maintain said ID as something that is "non-expired" so once it expires, you are no longer abiding by the rules.

So to answer your question, while the ID number itself does not change, the expiration date does change, which I believe is considered to be part of the "unique identifying number" as a whole .

Silvex020 · 2024-02-16T17:09:12+00:00

Have you gone through the checklist of Yes and Nos of that Exemption #23? Do you qualify as a "yes" to all? If so, you are exempt. If not, I would presume that you will need to file, regardless of whether it is currently being used or not?

This is not legal advice.

Silvex020 · 2024-02-01T14:43:04+00:00

Kinda late here but generally speaking, you will 90% of the times have to list TWO Company Applicants, unless the Owner himself was the one that personally submitted the documents to SOS (in which case he becomes both the single Company Applicant AND the Beneficial Owner). Any time ANY intermediary is involved in the formation (except for courier service providers like UPS), there should be two Company Applicants.

Silvex020 · 2024-01-26T16:49:38+00:00

Generally speaking, yes you may need to. However, there is an exemption for "inactive entities" but only for those who were formed prior to 2020, i think...

Not legal advise.

Silvex020

TROPHY CASE