Do LLCs have to file a BOI report?

On 11 August 2026 FinCEN issued a final rule making permanent the BOI exemptions first introduced in its interim final rule published on 26 March 2025. The final rule became effective on 14 August 2026.^[1][2] Under it, US companies are exempt from the BOI reporting requirements and are no longer required to file BOI reports.^[1]

The interim rule did this by redefining “reporting company” to mean only entities formed under the law of a foreign country and registered to do business in a US state or tribal jurisdiction, and by exempting the entities previously called domestic reporting companies. FinCEN's summary is that all entities created in the United States, and their beneficial owners, are exempt from reporting BOI.^[1]

No. The exemption follows where the company was created, not who owns it: an LLC formed by filing with a US secretary of state is a US company, so it is exempt even when its only member lives in Pakistan, the UK or the UAE.^[1]

FinCEN considered this point directly. Some commenters on the interim rule urged it to reconsider reporting at least for foreign-owned domestic entities; the final rule adopted the interim rule's exemptions, with limited changes that widen the relief for US persons.^[2]

A reporting company is now a corporation, LLC or other entity formed under the law of a foreign country and registered to do business in a US state or tribal jurisdiction by filing a document with a secretary of state or similar office.^[2] A company formed in Pakistan or the UK that registers to do business in, say, Texas is the case the rule describes; a new LLC formed in Wyoming is not.

Even for those foreign companies, the rule narrows what goes in the report. Reporting companies do not report BOI for US-person beneficial owners or US-person company applicants, and US persons do not provide BOI to reporting companies.^[1]

The final rule adopts the interim rule's timing without change.^[2] For a foreign company that is a reporting company:^[1]

• Registered to do business in the US before 26 March 2025: initial BOI report due by 25 April 2025.
• Registered on or after 26 March 2025: 30 calendar days to file an initial BOI report after receiving notice that its registration is effective.

The rule measures that 30 days from the date the company received actual notice of its registration or the date a secretary of state or similar office first gave public notice, whichever was earlier, and a reporting company updates or corrects its report within 30 days of a change.^[2]

US-formed LLCs don't file BOI reports, so a BOI filing for one is a filing the rule does not call for. FinCEN's own page says some of its older guidance is outdated, and tells readers to disregard guidance stating that US companies or their beneficial owners must report BOI, that BOI must be reported for US persons, or that US persons must update FinCEN ID information.^[1]

US persons who already obtained a FinCEN ID are not required to update or correct the information they gave.^[1]

For a single-member US LLC owned by someone outside the US, the yearly federal filing to plan around is an IRS form, not a FinCEN one. The Form 5472 instructions treat a US disregarded entity wholly owned by a foreign person as a separate entity, classified as a corporation for the reporting requirements of section 6038A, and a reporting corporation files Form 5472 if it had a reportable transaction with a related party.^[3] The SS-4 instructions list filing Form 5472 among the reasons such an LLC uses its own EIN.^[4]

Our Form 5472 instructions guide walks through who files, which transactions count and when it is due. The company's tax number itself is covered in EIN vs ITIN vs SSN.

If you own a US LLC from outside the US and want every obligation in one place, our yearly US LLC filings page sets out what your company files with the IRS and its state each year, with the date and purpose of each, on one calendar.