Current status (as of June 2026): A BOI report is a beneficial ownership filing made to FinCEN under the Corporate Transparency Act — and after FinCEN’s March 26, 2025 interim final rule, all US-formed entities and US persons are exempt. Only foreign reporting companies still file federally. If your LLC or corporation was created in the United States, you almost certainly owe nothing.
If you’re searching for what a BOI report is in 2026, you’ve probably also got a quieter question behind it: “Wait — is this still a thing, and do I have to do it?” The honest answer for most US small-business owners is no, not federally, not anymore. The rules changed in 2025, and a lot of the pages still telling you to file (including, at the time of writing, the IRS’s own BOI page) simply haven’t caught up.
This guide defines the BOI report plainly, tells you the correct 2026 answer on who actually files, and walks you through what to do now — including the narrow cases where a filing is still required.
What is a BOI report?
BOI stands for Beneficial Ownership Information. A BOI report is a filing submitted to the Financial Crimes Enforcement Network (FinCEN) that discloses the real human beings who own or control a company. It was created by the Corporate Transparency Act (CTA), and when filing applies, it’s free at FinCEN’s official portal.
Why the BOI report exists
The Corporate Transparency Act was passed to fight the use of anonymous shell companies for money laundering and other financial crime. If law enforcement can see who’s actually behind an entity, it’s harder to hide illicit money inside one. The BOI report is how that ownership information reaches FinCEN.
Who has to file a BOI report in 2026?
Here’s the part that changed everything. On March 26, 2025, FinCEN issued an interim final rule (published in the Federal Register) that redefined “reporting company” to mean only entities formed outside the United States that have registered to do business in a US state or tribal jurisdiction. A few days earlier, on March 21, 2025, the exemptions took effect and enforcement and penalties stopped for US persons and domestic companies. As FinCEN’s own news release confirms, all entities created in the United States are now exempt.
The short answer for US owners
If your company was created in the United States — an LLC formed in Delaware, a corporation incorporated in Texas, a single-member LLC in your home state — you are exempt from federal BOI reporting. You don’t file. There’s no domestic deadline and no domestic penalty.
| Was your entity formed outside the US and then registered to do business in a US state? | Do you file a federal BOI report? |
|---|---|
| No — it was created in the United States | No. You’re exempt. |
| Yes — it’s foreign-formed and US-registered | Yes. You’re a foreign reporting company and still file. |
- All US-created entities and their US-person beneficial owners are exempt federally.
- Foreign reporting companies that still file are not required to report their US-person owners.
- The CTA’s 23 exemption categories still exist on top of all this (large operating companies, many nonprofits, SEC issuers, banks, government entities).
Who counts as a “beneficial owner”?
The definition did not change with the 2025 rule — only who has to report changed. A beneficial owner is any individual who either exercises substantial control over the company, or owns or controls at least 25% of it. In practice, this now matters mainly for the foreign reporting companies that still file.
Which companies still have to file? (foreign reporting companies)
The remaining federal obligation falls on foreign reporting companies — entities formed under the law of a foreign country that have registered to do business in a US state or tribal jurisdiction.
- Registered before March 26, 2025 → the catch-up deadline was April 25, 2025.
- Registered on or after March 26, 2025 → 30 days from the effective notice of registration.
- Even as a foreign reporting company, you do not report your US-person beneficial owners.
I filed a BOI report in 2024 — what now?
Nothing, if you’re an exempt US-formed entity. You don’t need to update it, withdraw it, or refile. And you didn’t waste your time — the obligation was real when you filed, and the law changed afterward.
Could BOI reporting come back?
The March 2025 rule is still an interim rule, and a final rule is pending. In April 2026, a House committee advanced a measure to make the domestic repeal permanent (Journal of Accountancy) — but that isn’t law, and the CTA itself was upheld in court. So the BOI report isn’t permanently dead. Keep your ownership records handy in case the rules shift again.
State rules — the New York LLC Transparency Act
New York’s LLC Transparency Act took effect January 1, 2026. After a December 19, 2025 amendment, it applies only to foreign (non-US) LLCs registered in New York — US-formed LLCs are exempt. As Holland & Knight notes, it’s limited to non-US LLCs. If you run a US-formed LLC in New York, this one isn’t yours either.
Watch out for BOI filing scams
Heads up: Filing a BOI report is free at FinCEN’s official portal. Be skeptical of any letter or email demanding a fee to “complete your BOI filing” or threatening penalties. Many target owners who no longer even owe a filing.
Frequently asked questions
What is a BOI report?
A Beneficial Ownership Information report — a filing to FinCEN under the Corporate Transparency Act that identifies the people who own or control a company. Free at the official portal when filing applies.
Are US companies exempt from BOI reporting now?
Yes. Under FinCEN’s March 26, 2025 interim final rule, all US-formed entities and US persons are exempt from federal BOI reporting.
Do I still need to file a BOI report for my LLC?
If your LLC was formed in the US, no — you’re exempt federally. The obligation now applies only to foreign reporting companies.
What happens if I don’t file — are there still penalties?
For US persons and domestic companies, enforcement and penalties stopped as of March 21, 2025.
Is the BOI report free?
Yes — when required, it’s free at FinCEN’s official portal.
Are the BOI filing letters and emails a scam?
Treat them with suspicion. Filing is free, and many demand payment from owners who no longer owe a filing.
What is the deadline for foreign reporting companies?
Those registered before March 26, 2025 had a catch-up deadline of April 25, 2025. Those registered on or after that date have 30 days from the effective notice of registration.
Does my single-member or holding LLC need to file?
If formed in the US, no — they’re exempt federally like any domestic entity.
Do state laws (like New York) require a BOI-style report even if FinCEN doesn’t?
Sometimes. New York’s LLC Transparency Act (effective Jan 1, 2026) applies only to foreign (non-US) LLCs after the December 2025 amendment. US-formed LLCs are exempt.
The bottom line
For the overwhelming majority of readers — US-formed LLCs and corporations — there’s no federal BOI report to file in 2026. Stay alert (it’s still an interim rule), keep your records, ignore the scary payment letters, and don’t pay anyone to file something you don’t owe.
The one group this is genuinely still for is foreign reporting companies: entities formed abroad and registered to do business in a US state. If that’s you, the filing is real and the deadlines are tight — that’s exactly where our $99 done-for-you BOIR filing service fits. If you’re a US-formed business, save the $99. You’re exempt.
Sources
- FinCEN — BOI hub
- FinCEN — reporting requirements removed for US companies and persons
- FinCEN — Interim Final Rule Q&A
- Federal Register — Interim Final Rule (March 26, 2025)
- Journal of Accountancy — House panel backs repeal (April 2026)
- Holland & Knight — NY LLC Transparency Act limited to non-US LLCs
Last updated June 2026. General information, not legal advice; the final rule is pending.
