Beneficial Ownership Information Reporting (BOIR)

BOIR is a report filed with FinCEN, the Treasury's Financial Crimes Enforcement Network, that identifies the people who own or control a company. It was created by the Corporate Transparency Act to make it harder to hide money behind anonymous shell companies, and reporting began on January 1, 2024. A beneficial owner is anyone who owns at least 25% of a company or exercises substantial control over it, such as a senior officer. BOIR is not a tax filing and doesn't go to the IRS. The original rule covered millions of small US businesses, but FinCEN has since narrowed it sharply. Today, only foreign companies registered to do business in the US must file, so most expat business owners have no BOI reporting obligation at all.

For US companies, no — FinCEN permanently exempted all domestic companies and their owners from BOI reporting in a final rule effective August 14, 2026. The change came in stages. A federal court paused enforcement in December 2024, then the Treasury announced in March 2025 that it would stop enforcing the rule against US businesses. FinCEN's interim final rule of March 26, 2025 exempted domestic companies, and the August 2026 final rule made that exemption permanent. The requirement still applies to foreign reporting companies: entities formed under foreign law and registered to do business in a US state. Even these companies don't report US citizens or green card holders as beneficial owners. If your LLC or corporation was formed in the US, you have nothing to file.

Only foreign reporting companies must file a BOIR — companies formed under the law of another country that have registered to do business in a US state or tribal jurisdiction. For example, a UK limited company that registers with a US secretary of state to operate there would need to file. Companies created in the US, including LLCs, corporations, and limited partnerships, are exempt no matter who owns them. A foreign reporting company reports its own details plus its non-US beneficial owners and company applicants. It doesn't report US citizens or green card holders, even if they own or control the company. The original 23 exemptions also still apply, so a large operating company or a regulated entity such as a bank may be exempt even if it's foreign. See who still has to file a BOI report for examples.

No — a US LLC is a domestic company, so it's exempt from BOI reporting whether its owner lives in the US or abroad. FinCEN's exemption depends on where the company was formed, not on the owner's citizenship or residence. An American living in Spain who owns a Delaware LLC has no BOIR to file, and the same is true for a non-US person who owns a US LLC. If you filed a report for your LLC before the rule changed, you don't need to update or correct it. Other obligations are unaffected, though. Your LLC still has its US tax filings and state annual reports, and foreign-owned single-member LLCs must still file Form 5472 with the IRS each year.

No — a sole proprietorship has never had to file a BOIR, because it isn't a separate entity created by filing with a secretary of state. Under the Corporate Transparency Act, only entities formed or registered through a state filing could be reporting companies. Registering a trade name (a DBA) or getting an EIN for your freelance business doesn't change that. If you operate through a single-member LLC instead, the LLC is a separate entity, but since it was formed in the US, it's now exempt as a domestic company. This means self-employed expats, freelancers, and consultants working under their own name have no BOI filing to worry about. Your obligations are tax-related: Schedule C, self-employment tax, and any foreign account reporting. Read more about how the BOI rules apply to small businesses.

Foreign reporting companies must file within 30 calendar days after their registration to do business in the US becomes effective. The clock starts when the company receives notice that its registration is effective, or when the state first gives public notice of it, whichever happens first. Foreign companies already registered before March 26, 2025 had to file by April 25, 2025, so that deadline has passed. If you've missed it, file as soon as possible to limit penalty exposure. Domestic companies have no deadline at all, because they're now fully exempt. After the initial report, a foreign reporting company must file an updated report within 30 days of any change to the information it reported. Check the BOI reporting timeline to see how the deadlines changed.

No — BOIR is not an annual filing. A foreign reporting company files one initial report, then files again only when something changes. If a beneficial owner changes, moves, or renews the passport listed on the report, the company must file an updated report within 30 days. If you discover a mistake in a filed report, you must correct it within 30 days of finding it. Domestic companies don't file initial, updated, or corrected reports anymore. Non-US individuals who hold a FinCEN ID must also keep their personal information current within 30 days, while US persons with a FinCEN ID no longer need to update it. Learn more about the 30-day update rule for FinCEN IDs.

A BOIR needs identifying details about the company and about each reportable beneficial owner and company applicant. For the company, you provide its full legal name, any trade names, the address of its main place of business in the US, its jurisdiction of formation and first US registration, and a taxpayer identification number such as an EIN. For each non-US beneficial owner and company applicant, you provide their full legal name, date of birth, residential address, the number and issuing country of an identifying document such as a passport, and an image of that document. Company applicants are reported only for companies registered on or after January 1, 2024. Instead of personal details, an individual can supply a FinCEN ID, which is useful for people linked to several companies.

Filing a BOIR directly with FinCEN is free — there's no government filing fee. You submit the report online through FinCEN's BOI E-Filing System, either as a web form or as a fillable PDF. You only pay if you hire a lawyer, accountant, or filing service to prepare the report for you, and those fees vary by provider and by how many owners you need to report. Be wary of letters, emails, or calls that ask you to pay to file BOI or threaten fines: FinCEN has warned that it never sends correspondence requesting payment. Many of these scams target US small businesses that no longer need to file at all. Before paying anyone, check whether your company is even required to file under the current BOI rules.

Willful failure to file a BOIR can lead to civil penalties of $500 per day under the statute, adjusted each year for inflation to more than $600 per day, until the violation is fixed. Criminal penalties can reach a $10,000 fine and up to two years in prison. The same penalties apply to willfully providing false information or failing to update a report. Since FinCEN's rule changes, these penalties apply only to foreign reporting companies and the non-US individuals connected to them. US companies and their owners can't be penalized for not filing, because they no longer have any BOI reporting obligation. If you run a foreign company registered in the US and missed your deadline, filing promptly and correcting errors within 30 days can limit your exposure. Read more about the penalties for inaccurate FinCEN information.

There's no public database for BOI reports, so the only way to confirm a filing is through the confirmation you received when it was submitted. BOI reports are confidential: FinCEN shares them only with authorized government agencies and, with the company's consent, with financial institutions. When a report is filed through FinCEN's BOI E-Filing System, the filer receives a submission confirmation and a transcript showing whether the report was accepted. If someone else filed for your company, such as a lawyer or formation service, ask them for that confirmation. If no one can find it, contact FinCEN directly before filing again, since a duplicate report can create conflicting records. As with a FinCEN ID lookup, you can't search the system for someone else's records.

Save the transcript when you file — FinCEN doesn't provide copies of submitted BOI reports on request. After you submit a report through the BOI E-Filing System, you can download a transcript that shows the information you reported and the submission status. If you filed using the fillable PDF, keep the completed PDF along with the confirmation. If a lawyer, accountant, or formation service filed for you, ask them for both documents. Store them with your company records, since a foreign reporting company will need the details when it files updated reports. US companies that filed before the exemption have no reason to request a copy: their reports no longer need updates, and FinCEN plans to delete that data. See what happens if you already filed a BOI report.

If your company was formed in the US, you don't need to do anything — FinCEN won't require updates, and it plans to delete the data. Under the August 2026 final rule, domestic companies have no obligation to update or correct reports they filed in 2024 or 2025. FinCEN has said it will remove information about domestic companies and US persons from its BOI system in a single sweep, without any request from the people affected. US citizens and green card holders who obtained a FinCEN ID also don't need to keep that information current. Foreign reporting companies are in a different position: their reports remain on file, and they must keep updating information about non-US beneficial owners within 30 days of any change. Read more about what to do if you already filed.