BOI reporting 2026: who still files with FinCEN, and who doesn't

In 2026, an LLC created in the United States does not have to report beneficial ownership information (BOI) to FinCEN, even with a foreign owner (FinCEN: BOI reporting page). Federal BOI reporting now covers only foreign-formed companies registered to do business in a US state or tribal jurisdiction, unless an exemption applies (FinCEN: Interim Final Rule Q&A).

Who still files BOI reports in 2026

In 2026, only foreign reporting companies file BOI reports with FinCEN, and only if no exemption applies (FinCEN: BOI reporting page).

Companies created in the United States are no longer reporting companies under the Corporate Transparency Act. They do not need to report BOI to FinCEN (FinCEN: Interim Final Rule Q&A). FinCEN's BOI page says their beneficial owners are exempt too. According to the same page, the final rule became effective on August 14, 2026 (FinCEN: BOI reporting page).

Two questions decide whether your company files, in this order:

1. Check where the entity was created. If it was created in the United States, it does not need to file (FinCEN: Interim Final Rule Q&A).
2. Check for a registration filing. An entity formed under foreign law files if it registered to do business in a US state or tribal jurisdiction by filing with a secretary of state or similar office, unless an exemption applies (FinCEN: Interim Final Rule Q&A).

The test applied to four common seller set-ups:

Seller set-up	Created in the United States	Foreign-formed and registered in a US state or tribal jurisdiction	Federal BOI report
US resident's LLC formed in a US state	Yes	Skip	Not required
Non-resident's Wyoming or Delaware LLC	Yes	Skip	Not required
Foreign company registered to do business in a US state or tribal jurisdiction	No	Yes	Required unless exempt
Foreign company selling on Amazon, never registered in any US state or tribal jurisdiction	No	No	Outside FinCEN's stated definition

The owner's nationality does not change where an LLC was created (FinCEN: BOI reporting page). Amazon sales and FBA inventory (stock held in Amazon's warehouses) are not part of either question. A foreign company that never made that registration filing does not meet FinCEN's stated definition (FinCEN: Interim Final Rule Q&A). Whether your business has to register in a state is a separate question for a qualified professional.

The exemption covers only BOI reports to FinCEN.

The 30-day rule for foreign reporting companies

A foreign entity with no exemption that became a reporting company on or after March 26, 2025, must file its initial BOI report within 30 calendar days (FinCEN: Interim Final Rule Q&A). The 30 days run from the earlier of two dates:

• the date it receives actual notice that it has been registered to do business;
• the date a secretary of state or similar office first gives public notice of the registration.

A foreign entity that became a reporting company before March 26, 2025, had until April 25, 2025, to file its initial report (FinCEN: Interim Final Rule Q&A). Reporting companies do not need to report BOI for beneficial owners who are US persons (FinCEN: BOI reporting page). For other federal deadlines, see the seller tax calendar.

What New York requires in 2026

New York has its own disclosure rules. Since January 1, 2026, non-exempt LLCs formed under foreign-country law and authorized to do business in New York must file with the state (New York Department of State: filing instructions). The filing is a beneficial owner disclosure statement or an attestation of exemption, with two deadlines (New York Department of State: disclosure FAQ):

• Authorized in New York before January 1, 2026: file by December 31, 2026.
• Filing for New York authority on or after January 1, 2026: file within 30 days of the application for authority.

New York says its domestic LLCs, and LLCs formed in another US state or territory and authorized to do business in New York, are exempt from its reporting requirements. Its FAQ adds that exempt entities must file initial and annual attestations of exemption (New York Department of State: disclosure FAQ). If your US LLC is authorized in New York, ask the New York Department of State whether the attestation rule applies to it.

What FinCEN says about BOI scams

FinCEN has warned about BOI scams. In December 2024, FinCEN warned that scammers exploit BOI reporting and impersonate the agency (FinCEN: fraud schemes warning). Its employees, FinCEN says, will never demand immediate payment by email, call or text.

Quick answers

Do I need to file a BOI report for my LLC in 2026?

Not if the LLC was created in the United States. FinCEN says US-created companies no longer need to report BOI (FinCEN: Interim Final Rule Q&A). A company formed under foreign law files only if it registered to do business in a US state or tribal jurisdiction through a secretary of state or similar office, and no exemption applies. FinCEN's final rule became effective on August 14, 2026 (FinCEN: BOI reporting page).

Does a foreign-owned US LLC have to file a BOI report?

Not with FinCEN, if the LLC was created in the United States. FinCEN says all US-created entities and their beneficial owners are exempt from reporting BOI (FinCEN: BOI reporting page). The owner's nationality does not change where the LLC was created. New York has separate rules for LLCs authorized to do business there (New York Department of State: disclosure FAQ).

What is a foreign reporting company?

It is an entity formed under foreign law that registered to do business in a US state or tribal jurisdiction by filing with a secretary of state or similar office (FinCEN: Interim Final Rule Q&A). Unless exempt, it must report BOI to FinCEN. If it became a reporting company on or after March 26, 2025, its initial report is due within 30 calendar days of the earlier of actual notice or first public notice of its registration (FinCEN: Interim Final Rule Q&A).

Where Taxller fits

Our free tax calendar lists the federal deadlines for sellers and the state deadlines for 12 states, with weekend shifts applied and sources cited. Your personal deadline calendar, with weekend shifts applied, can be added to Google, Apple or Outlook with reminders 60, 30, 7 and 1 day ahead. Taxller never files or pays anything on your behalf: you or your accountant review and file.

Sources

• Beneficial Ownership Information Reporting (FinCEN)
• Interim Final Rule: Questions and Answers (FinCEN)
• Beneficial Ownership Disclosure Filing Instructions (NY Department of State)
• Beneficial Ownership Disclosure Frequently Asked Questions (NY Department of State)
• FinCEN Warns of Fraud Schemes That Abuse Its Name, Insignia, and Authorities for Financial Gain