File BOI for LLC today
File BOI for LLC today Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Use FinCEN’s secure e‑filing system to submit the report or authorize a third party to do so.
Do NOT send BOI to state SOS filings or include BOI in public state documents. Keep copies and maintain a schedule for updates.
If unsure or if your situation is complex (multi-tiered ownership, trusts, foreign ownership, or you previously filed or relied on exemptions), consult experienced counsel or a compliance provider to confirm the filing obligation and prepare the report.
Monitor FinCEN guidance—this IFR is interim and could change with further rulemaking; maintain documentation of any reliance on the current IFR.Risks and recommended next steps for most U.S. LLC owners - If domestic LLC: retain documentation that your company is U.S.-organized and note the March 2025 IFR exemption; maintain awareness of potential future rulemaking.- If foreign entity registered in the U.S.: treat the BOI filing as urgent if you have not yet filed and consult counsel to ensure you meet the IFR deadlines and collect correct documents for beneficial owners.- For multi-state or multi-tiered ownership structures or where foreign owners are involved, get professional assistance to map beneficial ownership and prepare the correct filings.Caveats: FinCEN’s March 2025 IFR materially changed the scope of who must report and should be reviewed carefully alongside FAQs and the Small Entity Compliance Guide.
The IFR is interim and subject to further rulemaking; always verify the current regulatory text and consider legal advice for your specific facts.Supporting citations (key sources used): see excerpts below for supporting verbatim text and direct URLs.
File BOI for LLC today Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Use FinCEN’s secure e‑filing system to submit the report or authorize a third party to do so.
Do NOT send BOI to state SOS filings or include BOI in public state documents. Keep copies and maintain a schedule for updates.
If unsure or if your situation is complex (multi-tiered ownership, trusts, foreign ownership, or you previously filed or relied on exemptions), consult experienced counsel or a compliance provider to confirm the filing obligation and prepare the report.
Monitor FinCEN guidance—this IFR is interim and could change with further rulemaking; maintain documentation of any reliance on the current IFR.Risks and recommended next steps for most U.S. LLC owners - If domestic LLC: retain documentation that your company is U.S.-organized and note the March 2025 IFR exemption; maintain awareness of potential future rulemaking.- If foreign entity registered in the U.S.: treat the BOI filing as urgent if you have not yet filed and consult counsel to ensure you meet the IFR deadlines and collect correct documents for beneficial owners.- For multi-state or multi-tiered ownership structures or where foreign owners are involved, get professional assistance to map beneficial ownership and prepare the correct filings.Caveats: FinCEN’s March 2025 IFR materially changed the scope of who must report and should be reviewed carefully alongside FAQs and the Small Entity Compliance Guide.
The IFR is interim and subject to further rulemaking; always verify the current regulatory text and consider legal advice for your specific facts.Supporting citations (key sources used): see excerpts below for supporting verbatim text and direct URLs.
File BOI for LLC today Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Use FinCEN’s secure e‑filing system to submit the report or authorize a third party to do so.
Do NOT send BOI to state SOS filings or include BOI in public state documents. Keep copies and maintain a schedule for updates.
If unsure or if your situation is complex (multi-tiered ownership, trusts, foreign ownership, or you previously filed or relied on exemptions), consult experienced counsel or a compliance provider to confirm the filing obligation and prepare the report.
Monitor FinCEN guidance—this IFR is interim and could change with further rulemaking; maintain documentation of any reliance on the current IFR.Risks and recommended next steps for most U.S. LLC owners - If domestic LLC: retain documentation that your company is U.S.-organized and note the March 2025 IFR exemption; maintain awareness of potential future rulemaking.- If foreign entity registered in the U.S.: treat the BOI filing as urgent if you have not yet filed and consult counsel to ensure you meet the IFR deadlines and collect correct documents for beneficial owners.- For multi-state or multi-tiered ownership structures or where foreign owners are involved, get professional assistance to map beneficial ownership and prepare the correct filings.Caveats: FinCEN’s March 2025 IFR materially changed the scope of who must report and should be reviewed carefully alongside FAQs and the Small Entity Compliance Guide.
The IFR is interim and subject to further rulemaking; always verify the current regulatory text and consider legal advice for your specific facts.Supporting citations (key sources used): see excerpts below for supporting verbatim text and direct URLs.
File BOI for LLC today Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Key findings and practical guidance for US business owners / LLC founders (summary):- Current regulatory status (as of January 3, 2026): FinCEN’s March 2025 interim final rule (IFR) revised the BOI reporting rules so that "reporting companies" now generally means foreign entities formed under the law of a foreign country that have registered to do business in a U.S.
State or tribal jurisdiction by filing with a secretary of state or similar office. FinCEN also formally exempted entities previously known as "domestic reporting companies" (i.e., U.S.-created companies, including U.S.
LLCs) from BOI reporting to FinCEN. (See FinCEN citations below.)- Who must file now: Foreign reporting companies (foreign entities that have registered to do business in a U.S. State) that do not qualify for an exemption.
U.S.-formed LLCs (domestic LLCs) are currently exempt from filing BOI with FinCEN under the IFR.- Deadlines (for foreign reporting companies under the IFR): Entities registered to do business in the U.S. before March 26, 2025 must file by April 25, 2025.
Entities registered on/after March 26, 2025 have 30 calendar days after receiving notice that their registration is effective to file their initial BOI report. (FinCEN guidance.)- What to collect (if you are a reporting company): Company identifying info (company name, jurisdiction of formation/registration, EIN or TIN if applicable, principal address), and required details about reportable individuals: beneficial owners (those with >=25% ownership or substantial control) and company applicants (when required under the rule in effect for certain filings).
Required particulars typically include legal name, date of birth, current residential address, and a unique identifying number from a passport, driver’s license, or other government ID (and issuing jurisdiction/country). (See FinCEN Small Entity Guide and FAQs.)- Filing mechanism: BOI reports must be filed electronically via FinCEN’s BOI e‑Filing system/secure portal.
Filers may create a FinCEN ID. A company can authorize a third party (employee, lawyer, accountant, or service provider) to file on its behalf, but the filer must certify the report.
State filing offices (secretaries of state) are not the place to submit BOI and will not collect BOI for FinCEN. (See FinCEN pages and state SOS guidance.)- Timing to update / correct: Companies must correct inaccuracies no later than 30 days after they become aware of them.
Voluntary corrections filed within 90 days of an original deadline may qualify for a safe harbor from penalties. If a company becomes newly required to report because it ceases to qualify for an exemption, it generally has 30 days to file from the date it stops qualifying. (FinCEN Small Entity Guide.)- Penalties and enforcement: Willful failure to report or willfully providing false information can result in civil penalties (up to $500 per day, per violations) and criminal penalties (up to 2 years imprisonment and/or fines up to $10,000), subject to enforcement discretion. (FinCEN Small Entity Guide.)- State-specific impact: For U.S. domestic LLC founders, the FinCEN IFR means there is no current BOI filing obligation to FinCEN for entities created in the U.S.; therefore, state of formation (DE, CA, TX, NY, FL, etc.) generally does not trigger BOI reporting for domestic LLCs.
However, if a foreign entity registers to do business in a U.S. state, that registration can make it a "reporting company" under the IFR, triggering filing obligations under the new foreign-entity-focused rule.
State Secretary of State offices emphasize they will not accept BOI and that BOI should not be included in state formation/registration documents.Practical step-by-step checklist for an LLC founder/business owner (what to do today):1.
Determine whether your entity is a "reporting company" under the current IFR: Is your entity formed under U.S. law (domestic) or under foreign law and registered in a U.S. state? If domestic (a U.S.
LLC), FinCEN’s March 2025 IFR currently exempts you from filing BOI to FinCEN; document the analysis and retain records of your determination. If your entity is a foreign entity registered in the U.S., proceed as a potential reporting company.2.
If you may be a reporting company (foreign-registered): identify applicable deadline (registered before March 26, 2025 = April 25, 2025 deadline; registered on/after March 26, 2025 = 30 days after effective registration notice).
If you missed a filing deadline, consider voluntary correction and consult counsel about safe harbor timelines.3. Collect required data: company legal name, formation/registration jurisdiction, EIN/TIN (if applicable), principal place of business, and for each beneficial owner and company applicant (as required) collect: full legal name, DOB, residential address, and a copy of government ID (passport, driver’s license) plus issuing jurisdiction.
Document ownership percentages and roles to identify beneficial owners (>=25% or substantial control). Use FinCEN’s secure e‑filing system to submit the report or authorize a third party to do so.
Do NOT send BOI to state SOS filings or include BOI in public state documents. Keep copies and maintain a schedule for updates.
If unsure or if your situation is complex (multi-tiered ownership, trusts, foreign ownership, or you previously filed or relied on exemptions), consult experienced counsel or a compliance provider to confirm the filing obligation and prepare the report.
Monitor FinCEN guidance—this IFR is interim and could change with further rulemaking; maintain documentation of any reliance on the current IFR.Risks and recommended next steps for most U.S. LLC owners - If domestic LLC: retain documentation that your company is U.S.-organized and note the March 2025 IFR exemption; maintain awareness of potential future rulemaking.- If foreign entity registered in the U.S.: treat the BOI filing as urgent if you have not yet filed and consult counsel to ensure you meet the IFR deadlines and collect correct documents for beneficial owners.- For multi-state or multi-tiered ownership structures or where foreign owners are involved, get professional assistance to map beneficial ownership and prepare the correct filings.Caveats: FinCEN’s March 2025 IFR materially changed the scope of who must report and should be reviewed carefully alongside FAQs and the Small Entity Compliance Guide.
The IFR is interim and subject to further rulemaking; always verify the current regulatory text and consider legal advice for your specific facts.Supporting citations (key sources used): see excerpts below for supporting verbatim text and direct URLs.
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