Do You Still Need to
File a BOI Report
in 2026?

FinCEN's March 26, 2025 interim final rule exempted ALL US-formed entities from BOI reporting. Only foreign-formed companies registered in the US may still need to file. Answer 3 questions to know exactly where you stand.

US-formed LLCs & corps: fully exempt since March 2025
Only foreign-formed companies registered in the US may still need to file
Free to file at fincen.gov — takes ~15 minutes if required
Interactive Tool

3-Question BOI Compliance Checker — Updated for 2026

The law changed in March 2025. Answer 3 questions to find out if your entity still needs to file a BOI report with FinCEN.

🔍 BOI Risk Auditor Step 1 of 3
Step 1 of 3 — Entity Formation
Where was your company formed (incorporated or organized)?
Select one to continue
! Risk
Assessing...
⚠️ This audit is for preliminary awareness only. BOI compliance depends on specific facts and ongoing litigation. Consult a business attorney for definitive advice.
Entity Comparison

LLC vs S-Corp vs C-Corp — BOI Obligations (2026)

Every entity type has different BOI obligations. This table shows exactly what applies — including the key exemption thresholds for each structure.

Entity Type BOI Required? Large Company Exemption Key Threshold Beneficial Owner Definition 2026 Notes
Single-Member LLC Exempt N/A — US-formed entities are fully exempt N/A N/A Exempt since March 26, 2025 interim final rule. No BOI filing required.
Multi-Member LLC Exempt N/A — US-formed entities are fully exempt N/A N/A Exempt since March 26, 2025. All US-formed LLCs regardless of member count.
S-Corporation Exempt N/A — US-formed entities are fully exempt N/A N/A Exempt since March 26, 2025. S-Corp election status has no effect on exemption.
C-Corporation Exempt N/A — US-formed entities are fully exempt N/A N/A Exempt since March 26, 2025. Both private and public C-Corps formed in the US are exempt.
General Partnership (US) Exempt N/A — US-formed entities are fully exempt N/A N/A Exempt. Registered LLPs formed in a US state are also exempt under the March 2025 rule.
Non-Profit (501c3) Exempt N/A — exempt as US-formed entity and as 501(c) organization N/A N/A Doubly exempt: US-formed entities are exempt AND 501(c) orgs are separately exempt.
Sole Proprietorship Exempt Not a separate legal entity N/A N/A Never required to file — sole proprietorships are not "reporting companies" under the CTA.
Foreign Company (US-registered) May Be Required Large company (20+ FT employees + $5M+ revenue + US office), publicly traded, or regulated entity Foreign companies registered in any US state after March 26, 2025 have 30 days to file Each beneficial owner with 25%+ ownership or substantial control Only foreign-formed companies registered with a US secretary of state may still need to file. Use the checker above.
⚠️ The "Large Company" Exemption Trap For foreign reporting companies seeking the large company exemption: ALL THREE criteria must be met simultaneously — (1) 20+ full-time US employees, (2) $5M+ gross receipts on the most recent US federal filing, AND (3) a physical operating presence in the US. Missing even one criterion disqualifies the exemption. US-formed entities are not affected by this rule — they are fully exempt regardless of size.
Deep-Dive Guide

FinCEN BOI Reporting 2026 — Complete Guide

Everything business owners need to know about Corporate Transparency Act compliance — who files, what to report, deadlines, and penalties.

What Is the Corporate Transparency Act?

The Corporate Transparency Act (CTA), enacted January 1, 2021 and effective January 1, 2024, was designed to require most US businesses to report Beneficial Ownership Information (BOI) to FinCEN. However, FinCEN's March 26, 2025 interim final rule removed all US-formed entities from the requirement. As of 2026, only companies formed under the law of a foreign country and registered to do business in a US state remain in scope.

This is one of the most significant changes to US business regulation in decades — before FinCEN's March 2025 interim final rule exempted all US-formed entities. Only foreign-formed companies registered in the US now remain in scope.

📢 2026 Litigation Status The CTA has faced extensive legal challenges. Courts have issued and lifted injunctions multiple times. As of 2025–2026, FinCEN has issued guidance on current deadlines and enforcement priorities. Always verify the current status at fincen.gov/boi before acting.

Who Is a "Beneficial Owner"?

This section applies to foreign reporting companies — US-formed entities are fully exempt from BOI reporting.

A beneficial owner is any individual who, directly or indirectly:

  • Owns or controls 25% or more of the ownership interests of a reporting company, OR
  • Exercises substantial control over the reporting company

Who Has "Substantial Control"?

FinCEN defines substantial control broadly — senior officers (CEO, CFO, COO, General Counsel, President) automatically qualify. Any individual who can appoint or remove senior officers, direct or determine important decisions about the company's finances, business, structure, or has any other form of substantial control must be reported.

💡 Key Point There is no limit on the number of beneficial owners that must be reported. A company with 10 shareholders each owning 26% would need to report all 10. A company with a CEO and CFO who own no equity but have substantial control must report both.

What Information Must Be Filed?

For each beneficial owner, you must report:

  • Full legal name
  • Date of birth
  • Residential address (not business address)
  • Unique identifying number from a US passport, state driver's license, or foreign passport (for non-US persons)
  • Image of the identifying document

For foreign companies that register in the US on or after March 26, 2025, the same information must also be reported for each company applicant (the individual who filed the US registration documents).

FinCEN Identifier — Simplify Repeat Filings

Individuals can apply for a FinCEN Identifier — a unique number that can be used in place of full personal details. This is especially useful for beneficial owners with interests in multiple companies, allowing them to update their information once rather than in each company's filing.

How Is the BOI Report Filed?

BOI reports are filed electronically and for free at boiefiling.fincen.gov. There is no fee charged by FinCEN. Third-party service providers may charge fees for assistance — typically $50–$300 for small businesses.

The report can be filed directly by the business owner or authorized representative. No attorney or CPA is required, though consulting one is advisable for complex ownership structures.

⚠️ Update Obligations Any change to reported information — new beneficial owner, change of address, new ID document — must be reported to FinCEN within 30 calendar days of the change. This is an ongoing compliance obligation, not a one-time filing.

BOI Reporting Deadlines Timeline

✓

January 1, 2024 — CTA Takes Effect

The rule became effective. All US-formed and foreign-formed entities registered in the US were originally in scope.

!

March 26, 2025 — US Entities Exempted

FinCEN issued its interim final rule exempting all US-formed entities from BOI reporting. Only foreign-formed companies registered in the US remain in scope. Existing foreign reporting companies had until April 25, 2025 to file.

↺

2025–2026 — Ongoing Litigation & Enforcement Updates

Multiple federal court rulings have issued and vacated injunctions. FinCEN has periodically updated compliance deadlines. Stay current at fincen.gov/boi.

→

New Foreign Entities (Post March 26, 2025) — 30-Day Window

Any company formed or registered in a US state on or after January 1, 2025 must file within 30 calendar days of formation. The clock starts when the state approves the filing.

2026 State Privacy Updates

US State Privacy Law Matrix — 2026

BOI operates at the federal level, but businesses must also navigate a patchwork of state privacy laws. Here's the 2026 status across major states.

Live & enforced Taking effect 2026 Pending / proposed
🏴 California
CCPA / CPRA — Live
EffectiveJan 2020 / Jan 2023
Applies to$25M+ revenue or 50k+ consumers
Data broker registryRequired, $2,892/yr fee
2026 updateDelete Act enforcement begins
🏴 Virginia
VCDPA — Live
EffectiveJanuary 1, 2023
Applies to100k consumers/year
Opt-out requiredTargeted advertising, profiling
2026 updatesExpanded enforcement guidance
🏴 Colorado
CPA — Live
EffectiveJuly 1, 2023
Applies to100k consumers/year
Right to cureExpires Jan 1, 2025
2026 notesFull enforcement, no cure period
🏴 Texas
TDPSA — Live
EffectiveJuly 1, 2024
ThresholdNo revenue minimum
AG enforcementUp to $7,500/violation
2026 notesFirst enforcement actions expected
🏴 Florida
FDBR — Partial
EffectiveJuly 1, 2024
Applies to$1B+ revenue controllers
NoteHigh threshold limits scope
2026 notesBroader bill proposed
🏴 New York
NYPPA — Pending
StatusLegislature review 2025–26
ProposedPrivate right of action (unique)
Risk levelHigh — strictest proposed law
Effective (est.)2026–2027 if passed
🏴 Montana
MCDPA — 2026
EffectiveOctober 1, 2024
Applies to50k consumers/year
2026 notesFull enforcement phase active
FineUp to $7,500/violation
🌐 Federal / GDPR
GDPR — EU (Applies to US firms)
Applies to US ifProcessing EU resident data
Max fine€20M or 4% global turnover
2026 updatesAI Act enforcement begins Aug 2026
Key riskData transfers without adequacy decision
Compliance Resources

BOI Filing Help & Compliance Tools

While FinCEN filing is free, these professional services can assist with complex ownership structures, registered agent services, and ongoing compliance.

📋
FinCEN BOI E-Filing
🆓 100% Free
Official free filing portal from the US Treasury's FinCEN. File directly, no intermediary needed. Most small businesses can complete in under 15 minutes.
⚖️
Business Formation Attorney
$150–500/hour
For complex ownership structures — multiple equity tiers, trusts holding LLC interests, or unclear "substantial control" situations — a business attorney provides definitive guidance.
🏢
Registered Agent Services
$50–300/year
Registered agent services (Northwest, Incfile, ZenBusiness) track state filing requirements and can notify you of BOI update obligations when ownership or addresses change.
🔒
Privacy Compliance Audit
$500–5,000
A privacy compliance audit addresses both BOI obligations and state privacy law requirements (CCPA, VCDPA, etc.). Essential for businesses handling consumer data in multiple states.
FAQ

BOI Reporting — Frequently Asked Questions

The most common questions about FinCEN BOI reporting, exemptions, and the Corporate Transparency Act.

BOI stands for Beneficial Ownership Information. BOI reporting refers to the requirement under the Corporate Transparency Act (CTA) that most US business entities must file information about their real (beneficial) owners with FinCEN. This creates a federal registry to combat money laundering and financial crimes by eliminating anonymous shell companies.
No. Since March 26, 2025, single-member LLCs formed in any US state are fully exempt from BOI reporting under FinCEN's interim final rule. You do not need to file, update, or monitor BOI obligations. This exemption applies regardless of the LLC's size, revenue, or number of members. If you previously filed a BOI report voluntarily, your information is in FinCEN's database but no further action is required.
US-formed entities no longer need to rely on exemptions — they are categorically exempt under the March 2025 rule. The 23 exemptions under the CTA now primarily matter for foreign-formed companies registered in the US. The most relevant for foreign companies: (1) large operating companies (20+ FT US employees + $5M+ US revenue + physical US office — all three required); (2) publicly traded companies on a US national securities exchange; (3) SEC-registered investment advisers; (4) banks; (5) credit unions; (6) insurance companies. The full list of 23 exemptions is at fincen.gov/boi/faqs.
You must file an updated BOI report within 30 calendar days of any change to previously reported information. This includes: new or departing beneficial owners, changes of name or address for any owner, expiration or replacement of an ID document. This is an ongoing compliance obligation — the initial filing is not a one-time event.
No. BOI reports are not publicly accessible. The FinCEN database is restricted to authorized government agencies (federal agencies, state and local law enforcement with court order, financial institutions with customer consent for due diligence, and foreign law enforcement via treaty). This is intentionally a law enforcement database, not a public registry.
Yes. Any authorized representative — your attorney, CPA, registered agent, or a third-party filing service — can file on your behalf. FinCEN charges no filing fee. Third-party services typically charge $50–$300 for a simple filing. For complex ownership structures, an attorney may charge $300–$1,000+. That said, most straightforward small businesses can file themselves in 15–30 minutes at boiefiling.fincen.gov.