Beneficial Ownership Information Reporting Checklist

Step 1: Confirm Whether Your Company Is Still in Scope

The Corporate Transparency Act originally required most corporations, LLCs and similar entities formed or registered in the United States to file a beneficial ownership information (BOI) report with the Treasury's Financial Crimes Enforcement Network (FinCEN). That changed with a rule FinCEN finalized effective August 14, 2026: as FinCEN states on fincen.gov/boi, "U.S. companies are exempt from the Beneficial Ownership Information (BOI) reporting requirements." If your LLC or corporation was formed under the law of a U.S. state, the District of Columbia, or a U.S. tribal jurisdiction, you are not currently required to file a BOI report.

Step 2: Check Whether You're a Foreign Reporting Company

The rule still applies to a "foreign reporting company," which FinCEN defines as an entity formed under the law of a foreign country that has registered to do business in the United States by filing a document with a secretary of state or similar office. If your entity fits that description, work through the Corporate Transparency Act's list of 23 exemption categories next, which includes large operating companies, banks, credit unions, registered investment companies, and other already-regulated entities, among others, per FinCEN.

Step 3: Identify Your Beneficial Owners, Excluding U.S. Persons

If your foreign reporting company doesn't qualify for an exemption, you still have to identify its beneficial owners: generally, anyone who owns or controls at least 25% of the company, or who otherwise exercises substantial control over it. FinCEN's current guidance states that "U.S. persons do not need to provide BOI" as beneficial owners, and that "reporting companies do not need to report BOI for U.S. person beneficial owners." In practice, that means a foreign reporting company only reports its non-U.S.-person beneficial owners.

Step 4: Gather the Required Information

For each beneficial owner you do need to report, and for the company itself, gather:

• The reporting company's full legal name, any trade names, its jurisdiction of formation, and its U.S. taxpayer identification number.
• Each reportable beneficial owner's full legal name, date of birth, current residential address, and an identifying number from an acceptable document, such as a passport, along with an image of that document.

Step 5: File Through FinCEN's BOI E-Filing System

File the report electronically through FinCEN's BOI E-Filing System at boiefiling.fincen.gov. There is no fee to file. Keep your confirmation of submission with your other compliance records.

Step 6: Know Your Deadline

Deadlines depend on when your foreign reporting company registered to do business in the United States, per FinCEN:

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

Step 7: Update or Correct the Report When Facts Change

If a required fact changes, such as a reportable beneficial owner's address or a new reportable owner coming into the picture, a foreign reporting company that still owes a report generally has to file an updated report. If you discover an error in a report you already filed, correct it as soon as you're aware of it. Check fincen.gov/boi directly for the current timeline FinCEN applies to updates and corrections before you file, since this detail is the kind that can change with future rulemaking.

Step 8: Watch for Further Rule Changes

The current exemption for U.S.-formed companies came out of a 2025 interim final rule that FinCEN finalized in 2026. Because this area of law has changed more than once in a short period, don't rely on older articles or this checklist alone; confirm your company's current status directly on fincen.gov/boi before concluding you have, or don't have, a filing obligation.

This Exemption Applies to the Company's Formation Jurisdiction, Not Its Owners' Citizenship

Whether your company is exempt turns on where it was created, not on the nationality of its owners. A U.S.-formed LLC owned entirely by non-U.S. citizens is still exempt under the current rule, while a foreign-formed entity registered to do business in a U.S. state can still be in scope even if every owner is a U.S. person.

Keep Your Own Records Even Without a Filing Obligation

Even though most U.S. companies no longer have to file with FinCEN, keeping an internal record of who owns and controls your LLC, such as an updated membership ledger or cap table, remains good practice for banking, financing, and your own corporate records book.

State-Level Beneficial Ownership Rules Are a Separate Question

A small number of states and some banks ask about beneficial ownership independently of the federal BOI rule, such as for anti-money-laundering purposes when you open a business bank account. Exemption from the federal BOI report doesn't exempt you from a bank's own customer due diligence questions.

This Is Not Legal Advice

Beneficial ownership rules changed more than once between 2024 and 2026, and they could change again. If your company is a foreign reporting company, or if you're unsure whether an exemption applies to your specific structure, talk to a business attorney rather than relying on a general checklist.