If any information about a beneficial owner disclosed in a FinCEN report changes, the reporting company must file an amended FinCEN report not later than thirty days after the change. Here are examples of common changes that would require a reporting company to amend its FinCEN report:
- a new owner acquires 25% or more of the reporting company
- an owner that previously owned less than 25% acquires 25% or more of the reporting company
- a beneficial owner who owned 25% or more dies and the transfer of ownership of his or her interest in the reporting company causes one or more inheritors to own 25% or more of the reporting company
- a beneficial owner’s address stated in the most recent FinCEN report changes, i.e., the beneficial owner moved.
- a beneficial owner replaces his or her driver’s license, passport or document listed in the most recent FinCEN report.
- a person named in a FinCEN report as a beneficial owner ceases to be a beneficial owner.
A beneficial owner is an individual who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise (i) exercises substantial control over the entity; or (ii) owns or controls not less than 25 percent of the ownership interests of the entity.
Amendments to a FinCEN report must be filed within thirty days after the event that requires the reporting company to file the amended FinCEN report. At this time FinCEN does not have a procedure for an entity to file an amended FinCEN report, which means reporting companies cannot file an amended FinCEN report at this time.