Beneficial ownership information (BOI) reporting has changed a lot since it began in 2024. Today, most U.S. businesses no longer need to file. Instead, the rules mainly apply to foreign companies registered to do business in the United States. Here is what beneficial ownership information reporting requires now.
What is beneficial ownership information reporting?
The Corporate Transparency Act created BOI reporting to help fight money laundering and fraud. Covered companies must report details about the people who own or control them to FinCEN, the Treasury Department’s Financial Crimes Enforcement Network.
Who must report beneficial ownership information now?
In March 2025, FinCEN issued an interim final rule that narrowed the rules. As a result:
- U.S. companies are exempt. Corporations, LLCs and other entities formed in the United States no longer need to file BOI reports.
- U.S. persons are exempt. U.S. citizens and residents don’t have to report their information as beneficial owners.
- Foreign reporting companies must still file. This means entities formed under foreign law that have registered to do business in any U.S. state or tribal jurisdiction.
In addition, a foreign reporting company doesn’t need to report any U.S. persons as beneficial owners. It reports only its non-U.S. owners and applicants.
Deadlines for foreign reporting companies
Generally, a foreign company that registers to do business in the U.S. must file within 30 calendar days after it receives notice that its registration is effective. Companies registered before the March 2025 rule had a separate, earlier deadline. So if you missed it, file as soon as possible.
What information goes in a BOI report?
- About the company: legal name, trade names, address, where it was formed and registered, and its tax ID.
- About each non-U.S. beneficial owner: name, date of birth, address and an identifying document, such as a passport.
A beneficial owner is anyone who owns at least 25% of the company or exercises substantial control over it.
Keep an eye on changes
The March 2025 rule is an interim rule, and FinCEN may still revise it. Therefore, check the FinCEN BOI page for the latest guidance before you file.
Get help with beneficial ownership information
We work with many foreign-owned companies doing business in the U.S. To see whether your company must report, visit our BOI reporting page, call (415) 842-2940 or book a free 15-minute call.