Do Newly Formed Businesses Need to File a BOIR in 2026? (New US Companies Don’t — Here’s Who Still Does)

Current status (as of June 2026): Formed your company in the US? You do not file a federal BOIR in 2026. The March 26, 2025 interim final rule exempted all US-formed entities and US persons. The 30-day clock now applies only to newly registered foreign reporting companies.

If you just started an LLC or corporation and stumbled onto a guide warning you to “file your BOIR within 30 days or face penalties,” take a breath. Most of that content was written in 2024 or early 2025, before the rule changed — and for anyone who formed their business in the United States, it is now simply wrong.

Here is the honest version. One distinction decides everything: whether your company was formed in the US or formed abroad and registered to do business here. Get that straight and you’ll know in about thirty seconds whether you need to do anything at all. Almost everyone reading this does not.

The short answer, current as of June 2026

On March 21, 2025, FinCEN announced — and on March 26, 2025 made effective — an interim final rule that removed beneficial ownership reporting for all US-formed companies and all US persons. If you created your entity by filing with a US state, you have no federal BOIR obligation in 2026.

The only businesses that still file are foreign reporting companies: entities formed in another country that have registered to do business in a US state or Tribal jurisdiction. Enforcement against domestic companies is suspended. The rule is interim — not yet finalized — and the underlying statute itself was upheld in court, but as the law stands today, US-formed entities are out.

Two-branch decision: do you file?

You only need to answer one question: where was your company created?

Branch A — you formed it in the US (any state). You do not file a federal BOIR. That’s the whole answer. Delaware, Wyoming, California, New York — it doesn’t matter which state, and it doesn’t matter that you’re a brand-new entity. You’re exempt.
Branch B — you formed it abroad and registered it to do business in a US state. You’re a foreign reporting company. You do file, and you’re on a 30-day clock (mechanics below).

Notice what does not decide it: where you live, where you bank, or where you actually run the business. The trigger is where the entity was created. A non-resident who forms a US LLC is still exempt, because the LLC is US-formed.

Formation vs registration — the distinction that decides everything

These two words get used interchangeably in casual conversation, but under the current rule they mean very different things, and only one of them creates a filing obligation.

Formed (or “created”) means you brought the entity into existence by filing formation documents — articles of organization or incorporation — with a US Secretary of State. A company formed this way is a domestic entity, and domestic entities are exempt. This covers the overwhelming majority of new businesses: if you used a formation service, an attorney, or filed yourself with a US state, you formed a domestic company.

Registered to do business means something narrower and specific: an entity that already exists somewhere else — formed under the laws of a foreign country — files for authority to operate in a US state. That act of foreign registration is what now triggers BOIR reporting. The company wasn’t created in the US; it was created abroad and is being authorized to do business here.

Two quick contrasts to make it concrete:

You form a Delaware LLC while living overseas. Formed in the US → exempt. No BOIR.
Your company was incorporated in another country, and you register it as a foreign entity in, say, Texas. Formed abroad and registered → reporting company. You file.

One more reassurance for the rare foreign-reporting-company reader: even when a foreign reporting company files, it does not report its US persons. Those individuals are exempt from being reported.

What “reporting company” means now

Before the rule changed, “reporting company” swept in most small US LLCs and corporations. After the March 26, 2025 interim final rule, the term means only foreign-formed entities registered in a US state or Tribal jurisdiction. All US-formed entities and all US persons sit outside the definition entirely. If you’re domestic, you are not a reporting company — so there’s nothing to report.

Foreign reporting companies — your 30-day deadline mechanics

This section is only for Branch B. If you formed in the US, you can skip it.

The deadline depends on when the foreign company registered:

Registered before March 26, 2025: the filing deadline was April 25, 2025.
Registered on or after March 26, 2025: you have 30 calendar days from the date you receive notice that your registration is effective.

The detail that trips people up: the 30 days start from your effective-registration notice in the US state, not from whenever the entity was originally formed abroad. And to say it one more time, because it’s the most common worry — a foreign reporting company does not report its US persons.

Got a “30-day filing” letter? Read this first

Heads up — this is the scam. Fake letters and emails are circulating that cite a roughly $500-per-day penalty and a “filing fee,” often with an official-looking paper BOI form to fill out and mail back. Any mailed paper BOI form is fraudulent.

Two facts cut through it. First, self-filing at fincen.gov is free — FinCEN does not charge a fee to file, so anyone demanding payment for “the form” is running a scam. Second, if you formed your company in the US, the letter does not apply to you at all, no matter how urgent or official it looks. Don’t pay it, don’t mail anything back, and don’t let the daily-penalty number rush you. Verify against FinCEN’s own site, not a letter that showed up in your mailbox.

Does New York require new LLCs to file in 2026?

New York has its own law, the NY LLC Transparency Act, which took effect January 1, 2026 — so it’s reasonable to wonder whether your new New York LLC owes a state filing.

It doesn’t, if it’s US-formed. After the December 19, 2025 veto, the Act exempts US-formed LLCs; only foreign-formed LLCs registered in New York have a state reporting obligation. There is no state BOI-style filing for new domestic New York LLCs. The federal answer and the New York answer line up: form domestically, file nothing.

Frequently asked questions

Do new LLCs have to file BOI in 2026?

If the LLC was formed in a US state, no. The March 26, 2025 interim final rule exempts all US-formed entities, including brand-new ones.

Is there still a 30-day BOIR deadline?

Only for newly registered foreign reporting companies. For US-formed businesses there is no deadline because there is no obligation.

Who still has to file after the 2025 change?

Only foreign reporting companies — entities formed abroad and registered to do business in a US state or Tribal jurisdiction.

Do I file if I just started my LLC?

If you started it in the US, no. The only “just started” entities that file are foreign-formed companies registering to do business here.

When does the 30-day clock start for a foreign company?

For foreign companies registered on or after March 26, 2025, it’s 30 calendar days from the notice that your US registration is effective.

Are US-formed companies exempt — and is that permanent?

US-formed companies and US persons are exempt under the current rule. That rule is interim and not yet finalized, so the exemption stands as of June 2026 but could change when a final rule is issued.

Is filing free?

Yes. Self-filing at fincen.gov is free. FinCEN does not charge a fee, so any letter demanding a payment to file is a scam.

Bottom line

If you formed your company in the US, you do not file a federal BOIR in 2026 — and you shouldn’t pay anyone to do it for you. The 30-day clock and the filing requirement now belong to a narrow group: foreign reporting companies that formed abroad and registered to do business in a US state.

If that’s you — or your situation is genuinely an edge case and you’d rather not navigate the FinCEN system yourself — our $99 done-for-you BOIR filing handles it end to end. But only if you actually need to file. If you’re an exempt domestic startup, the honest advice is the cheapest: do nothing, and ignore the deadline letters.