Beneficial ownership (BOI) reporting: who still has to file

Beneficial ownership reporting went from covering tens of millions of US companies to a few thousand foreign ones in about two years. Many websites still describe the old rules. This guide sets out who still has to file after the August 2026 final rule.

By Awais Jameel, Chartered Accountant. Reviewed by Mirza Fahad Baig, Chartered Accountant. Checked against official sources on . 3 minute read.

Short answer

Since FinCEN's final rule took effect on August 14, 2026, companies formed in the United States, including LLCs, no longer file BOI reports. Only foreign reporting companies, meaning entities formed under another country's law that register to do business in a US state, must report, and they do not report owners who are US persons. Some states have their own ownership rules.

At a glance

US-formed LLCs and corporations
Permanently exempt
Final rule
Issued August 11, 2026, effective August 14, 2026
Who still files
Foreign reporting companies registered to do business in a US state
US persons
Not reported, even as owners of foreign reporting companies
Earlier filings by US companies
FinCEN announced it will delete them
State laws
Check separately. Some states have their own ownership rules
Beneficial ownership (BOI) reporting: who still has to fileUS-formed LLCs and corporations: Permanently exempt; Final rule: Issued August 11, 2026, effective August 14, 2026; Who still files: Foreign reporting companies registered to do business in a US state; US persons: Not reported, even as owners of foreign reporting companies; Earlier filings by US companies: FinCEN announced it will delete them; State laws: Check separately. Some states have their own ownership rules.KEY FACTS AT A GLANCEBeneficial ownership (BOI) reporting: who stillhas to fileUS-formed LLCs and corporationsPermanently exemptFinal ruleIssued August 11, 2026,effective August 14, 2026Who still filesForeign reportingcompanies registered todo business in a US stateUS personsNot reported, even asowners of foreignreporting companiesEarlier filings by US companiesFinCEN announced it willdelete themState lawsCheck separately. Somestates have their ownownership rulesChecked against official sourcesTax BakersBeneficial ownership (BOI) reporting: who still has to fileUS-formed LLCs and corporations: Permanently exempt; Final rule: Issued August 11, 2026, effective August 14, 2026; Who still files: Foreign reporting companies registered to do business in a US state; US persons: Not reported, even as owners of foreign reporting companies; Earlier filings by US companies: FinCEN announced it will delete them; State laws: Check separately. Some states have their own ownership rules.KEY FACTS AT A GLANCEBeneficial ownership (BOI)reporting: who still has to fileUS-formed LLCs and corporationsPermanently exemptFinal ruleIssued August 11, 2026, effective August 14,2026Who still filesForeign reporting companies registered to dobusiness in a US stateUS personsNot reported, even as owners of foreignreporting companiesEarlier filings by US companiesFinCEN announced it will delete themState lawsCheck separately. Some states have their ownownership rulesChecked against official sourcesTax Bakers
Key facts at a glance, as set out in this guide.

What changed?

The Corporate Transparency Act required most companies formed or registered in the US to report their beneficial owners to FinCEN, the Treasury's financial crimes unit, from January 2024. In March 2025, FinCEN issued an interim final rule exempting all companies created in the US and their beneficial owners. On August 11, 2026 it issued a final rule making that exemption permanent, effective August 14, 2026, and announced that it will delete information previously reported by US persons.

Do US LLCs have to file?

No. Every entity created in the United States, including LLCs and corporations formed with a state, is exempt from filing initial, updated or corrected BOI reports. That applies whoever owns the company, including owners who live outside the US. A US LLC owned by a foreign person does not file a BOI report.

Who still has to file?

Foreign reporting companies: entities formed under the law of another country that have registered to do business in a US state, for example a UK limited company registered as a foreign company in Delaware. Under the final rule:

  • they report information about the company and its beneficial owners who are not US persons,
  • they do not report beneficial owners who are US persons,
  • they no longer have to identify company applicants who are US persons,
  • exemptions available to certain types of entity continue to apply.

FinCEN estimates that about 28,000 companies remain in scope, compared with an estimated 32.6 million under the original 2022 rule.

When do foreign reporting companies file?

Within the deadline FinCEN sets after the company's registration to do business in a US state becomes effective. Check FinCEN's current guidance for the exact period, and file updates when reported information changes.

Do states have their own rules?

Some states have passed their own beneficial ownership or LLC disclosure laws. New York's LLC Transparency Act is the best-known example. These laws are separate from the federal rule and are not affected by FinCEN's exemptions. Check the current rules in each state where your company is formed or registered.

Does this change what banks ask for?

No. Banks must still identify the beneficial owners of business accounts under federal customer due diligence rules: generally anyone owning 25% or more, plus one person with significant control. See how to open a business bank account.

Banks and the IRS still identify owners, even where a state keeps them off the public record. See anonymous LLCs.

What about BOI filing services and warnings?

Be wary of letters or emails demanding a BOI filing fee from a US-formed company. US companies have nothing to file. FinCEN does not charge for filing, and genuine FinCEN correspondence does not come from third-party filing services.

See what to do after forming your LLC and, for owners abroad, every yearly filing for a foreign-owned LLC.

Not sure if you have to file?

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Questions people ask

Do LLCs still have to file BOI reports in 2026?

Not if they were formed in the United States. FinCEN's final rule, effective August 14, 2026, permanently exempts US-formed companies.

Who still has to file a BOI report?

Foreign reporting companies: entities formed under foreign law that have registered to do business in a US state.

Does a foreign-owned US LLC file a BOI report?

No. The exemption depends on where the company was formed, not who owns it. A US-formed LLC is exempt.

Do foreign reporting companies report US owners?

No. Under the final rule, US persons are not reported as beneficial owners.

Sources

Every fee, date and rule on this page was taken from these official and primary sources.

  1. FinCEN: Beneficial ownership information reporting
  2. Federal Register: FinCEN interim final rule, March 26, 2025
  3. FinCEN final rule on beneficial ownership information reporting, August 11, 2026 (RIN 1506-AB67)
  4. FinCEN: Customer due diligence requirements for financial institutions, 31 CFR 1010.230

Rules and fees change. If you are reading this long after September 30, 2026, confirm the figures with the source before you rely on them.

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This guide is general information. It is not tax or legal advice for your situation.