Few compliance topics have caused more confusion for LLC owners than BOI reporting. In the space of eighteen months it went from mandatory-for-everyone, to blocked by courts, to officially cancelled for US-formed companies. If you own a US LLC as a non-resident, here’s the 2026 answer in one sentence: your US-formed LLC no longer needs to file a BOI report with FinCEN.
This guide explains what BOI reporting is, what changed, who still has to file in 2026, and which filings you must not confuse it with — because one of them carries a $25,000 penalty and is very much still alive.
Table of contents
- What is BOI reporting?
- The short history: how BOI reporting rose and fell
- Does your LLC need to file a BOI report in 2026?
- One state exception to know: New York
- Don’t confuse BOI with the filings you still owe
- What this means if you haven’t formed your LLC yet
- Frequently asked questions
- Form your LLC while compliance is this simple
What is BOI reporting?
BOI stands for Beneficial Ownership Information. Under the Corporate Transparency Act (CTA), companies were required to tell FinCEN — the US Treasury’s financial crimes unit — who actually owns and controls them: names, birth dates, addresses, and passport or ID numbers of every “beneficial owner.”
The goal was to stop anonymous shell companies. The practical effect was a new annual compliance headache for more than 32 million small businesses — including every non-resident founder with a US LLC.
The short history: how BOI reporting rose and fell
- January 1, 2024 — BOI reporting becomes mandatory. New companies must file within 90 days; existing ones by January 1, 2025.
- December 2024 — Federal courts issue injunctions blocking enforcement. Deadlines freeze, unfreeze, and freeze again.
- March 2025 — The Treasury Department announces it will not enforce the rule against US companies. FinCEN issues an interim final rule removing the requirement for all US-formed entities.
- 2026 — The exemption stands. Only foreign-formed companies registered to do business in a US state still file.
Does your LLC need to file a BOI report in 2026?
The rule now turns on one question: where was your company formed? Not who owns it, not where the owner lives.
| Your situation | BOI reporting in 2026 |
|---|---|
| LLC formed in New Mexico, Wyoming, Delaware, or any US state — owner is a non-resident | Not required |
| LLC formed in a US state — owner is a US citizen | Not required |
| Company formed outside the US (e.g., a UK Ltd or Dubai FZE) and registered to do business in a US state | Required — file within 30 days of registration |
Read that first row again, because it’s the one that matters for our clients: a US LLC that is 100% foreign-owned is exempt from federal BOI reporting. The nationality of the owner is irrelevant — formation jurisdiction decides everything.
What if I already filed a BOI report?
Nothing bad happens. Reports filed in 2024 sit in FinCEN’s database, but you have no obligation to update or correct them anymore. There’s no penalty for having filed and no requirement to withdraw it.
Could BOI reporting come back?
Possibly. The exemption came from a rule change, not from Congress repealing the Corporate Transparency Act, so a future administration could revive reporting for US companies. If that happens, existing LLCs would get a new deadline — we track these changes and notify our clients. For now and for the foreseeable future, US-formed LLCs file nothing with FinCEN.
One state exception to know: New York
Federal BOI reporting is gone, but New York created its own version. The NY LLC Transparency Act took effect January 1, 2026 and requires LLCs formed or registered in New York to disclose beneficial owners to the state. If your LLC lives in New Mexico or Wyoming — the states we recommend for non-residents — this doesn’t affect you. It’s one more reason we don’t recommend New York formations (see our New Mexico vs Wyoming comparison).
Don’t confuse BOI with the filings you still owe
Here’s where relieved founders get into trouble: they hear “ownership reporting was cancelled” and assume all US compliance is gone. It isn’t. The table below is your 2026 checklist:
| Filing | Agency | Status in 2026 | Penalty if missed |
|---|---|---|---|
| BOI report | FinCEN | Not required (US-formed LLCs) | — |
| Form 5472 + pro forma 1120 | IRS | Required every April | $25,000 |
| State annual report | Your state | Wyoming: $60/year. New Mexico: none | Loss of good standing |
| Registered agent | Your state | Required continuously | Administrative dissolution |
The critical one is Form 5472 — the IRS information return every foreign-owned single-member LLC must file annually, even with zero income. The BOI exemption did nothing to change it, and its $25,000 penalty is enforced automatically.
What this means if you haven’t formed your LLC yet
The end of federal BOI reporting removed the last “privacy tax” on forming a US LLC. In 2026 a non-resident can own a New Mexico or Wyoming LLC where:
- Your name appears on no public state record (both states keep members private)
- You file nothing with FinCEN
- Your only federal obligation is the once-a-year Form 5472 information return
- You likely owe $0 in US income tax if you have no US operations — here’s how that works
Privacy-wise, this is the best environment for international founders since the CTA was written. Our ultimate formation guide walks through the whole setup.
Frequently asked questions
Is BOI reporting required for a foreign-owned US LLC in 2026?
No. Any LLC formed in a US state is exempt from federal BOI reporting regardless of who owns it. Only companies formed under foreign law that register to do business in a US state must file.
Do I need to file BOI when I open my new LLC in 2026?
No. New US-formed LLCs have no FinCEN filing at formation. Your compliance calendar starts and ends with the IRS (Form 5472 each April) plus your state’s annual report if it has one.
Was the Corporate Transparency Act repealed?
No — the law still exists, but FinCEN’s rule now defines “reporting company” to cover only foreign-formed entities. That’s why a future rule change could bring US companies back into scope. We monitor this for all LLC Station clients.
Does my bank still ask who owns my LLC?
Yes. Banks run their own “know your customer” checks under separate rules — Mercury, Wise, and Relay all verify your identity when you open a US business account. That never depended on FinCEN’s BOI database.
Form your LLC while compliance is this simple
No BOI report. No public ownership records. One IRS form a year. If you’ve been waiting for the right moment to set up your US business, 2026 is it — LLC Station handles the formation, EIN, and compliance reminders so nothing slips through.
Questions? Reach us via live chat or WhatsApp — we respond within minutes, not days.