Does My US LLC Still Need a BOI Report in 2026? The Final FinCEN Rule for Foreign Owners

If your LLC was formed in a US state (Wyoming, Delaware, New Mexico, Florida or any other), it does not have to file a beneficial ownership information (BOI) report with FinCEN, even if you, its owner, live in France, Switzerland or anywhere else outside the United States. FinCEN made this permanent with a final rule published and effective on August 14, 2026.

The BOI report is the one filing that changed. Your IRS obligations did not: a single-member LLC owned by a foreign person still files Form 5472 with a pro forma Form 1120 every year it has a reportable transaction with its owner.

In short:

• Since March 26, 2025, a "reporting company" only means an entity formed under the law of a foreign country and registered to do business in a US state. An LLC formed in the US is not a reporting company, whoever owns it.
• FinCEN's final rule (91 FR 52508, effective August 14, 2026) adopted that change permanently, with a few additions.
• If you formed a US LLC, you have nothing to file with FinCEN and nothing to update, even if you filed a BOI report in 2024 or early 2025.
• Companies formed abroad that register in a US state still file, within 30 calendar days after they receive notice that their registration is effective (or after the state first publishes it, if earlier), and penalties still apply to them.
• Form 5472 and the pro forma Form 1120 are IRS filings, not FinCEN filings. They are still due.

What the BOI report was

The Corporate Transparency Act (CTA) created a federal database of the people who own or control companies. From January 1, 2024, FinCEN's Reporting Rule required most corporations and LLCs, US and foreign, to report their "beneficial owners" (name, date of birth, address, ID document) and, for newer companies, the "company applicants" who filed their formation documents.

Many formation services added a "BOI filing" to their packages in 2024, and many foreign founders filed one. That is why the question keeps coming back.

What changed in 2025 and 2026

March 26, 2025: the interim final rule. FinCEN redefined "reporting company" so that it covers only entities formed under the law of a foreign country and registered to do business in the United States by filing a document with a secretary of state or a similar office. Entities created in the United States, which FinCEN previously called "domestic reporting companies", dropped out of the definition entirely. The final rule describes it this way: the interim rule redefined the term "reporting company" exclusively to mean foreign legal entities.

August 14, 2026: the final rule. FinCEN adopted the interim rule "as final and with certain limited changes" (91 FR 52508, document 2026-16576). According to the rule and FinCEN's announcement, the final rule:

• keeps the exemption for US companies;
• keeps the exemption for US person beneficial owners of foreign companies;
• adds an exemption for US person company applicants;
• exempts all US persons from updating information they gave to obtain a FinCEN identifier (FinCEN ID).

The rule also says FinCEN intends to delete, in a single sweep, the BOI already reported for US companies and US persons, and that it does not plan to delete BOI about a US company or a US person that is filed after February 10, 2027. FinCEN will not confirm the deletion, and its stated process targets people identified with US documents (US passport or driver's license), so it is not certain that a foreign owner's passport data reported for a US LLC will be removed. There is no request to file either way.

Does this apply to you if you live abroad?

Yes. The test is where the company was formed, not where its owner lives. A Wyoming LLC owned by a French resident is an entity created in the United States, so it is outside the definition of a reporting company.

A French or Swiss company that only owns a US LLC does not become a reporting company by doing so. It becomes one if it registers itself to do business in a US state (for example a "foreign registration" or "certificate of authority" filed in Delaware or New York).

What you still have to file

The BOI change does not touch your tax filings. A US single-member LLC owned by a foreign person is a "foreign-owned U.S. disregarded entity" for the IRS:

• Form 5472 with a pro forma Form 1120, for each tax year in which the LLC had a reportable transaction with you or another related party (money you put in or took out counts, even with zero revenue). For a calendar year, it is due on April 15 of the following year, or October 15 with Form 7004. The penalty for a missing or substantially incomplete Form 5472 is $25,000. Our line-by-line Form 5472 guide shows how to fill it in.
• Your state's yearly filing, for example the Wyoming annual report or the Delaware annual LLC tax ($400, due June 1).
• Form 1040-NR, only if you personally have income effectively connected with a US trade or business. Our 1040-NR guide explains how to tell.

Watch out for BOI scams

Since 2024, owners of US companies have received letters and emails asking them to "file your BOI report" or "pay a BOI fee", sometimes with a fake government look. Three facts protect you:

1. A US LLC has no BOI report to file today.
2. Filing directly with FinCEN has always been free. FinCEN states: "There is NO fee to file BOI directly with FinCEN."
3. FinCEN does not send you a bill. Any request for payment in its name is a red flag.

If your formation provider charged you for a BOI filing in 2025 or 2026, ask them what was actually filed and when.

One caveat: state laws are separate

The federal rule only covers the federal BOI report. New York has its own law, the LLC Transparency Act, in force since January 1, 2026. As it stands, it only applies to LLCs formed outside the United States that are authorized to do business in New York, so a Wyoming, Delaware or New York LLC has nothing to file under it. Check the New York Department of State's guidance if that changes.

Checklist

• Your LLC was formed in a US state: no BOI report, no update.
• You did file a BOI report before March 2025: nothing to withdraw.
• You own a foreign company that registered to do business in a US state: it files within 30 days of registration.
• Ignore any letter that asks you to pay for a BOI filing.
• Keep your IRS calendar: Form 5472 and pro forma 1120 by April 15 (or October 15 with Form 7004).

Official resources

• FinCEN, Beneficial Ownership Information
• Federal Register, Beneficial Ownership Information Reporting Requirement Revision, final rule, 91 FR 52508 (August 14, 2026)
• IRS, Instructions for Form 5472

Frequently asked questions

I filed a BOI report for my Wyoming LLC in 2024. Do I need to update it after a change?

No. US companies are no longer reporting companies, so there is no update to file. FinCEN says it intends to delete the BOI already reported for US companies and US persons.

My LLC is owned by my French SAS. Does the SAS have to file a BOI report?

Only if the SAS itself registered to do business in a US state. Owning a US LLC is not a registration. If the SAS did register (for example with a certificate of authority), it is a foreign reporting company and files within 30 calendar days after it receives notice that the registration is effective.

Does the BOI exemption remove my Form 5472?

No. BOI is a FinCEN filing under the Corporate Transparency Act. Form 5472 is an IRS filing under section 6038A of the tax code. A foreign-owned single-member LLC still files Form 5472 with a pro forma Form 1120 for every year with a reportable transaction.

Can the BOI requirement come back for US companies?

The final rule is in force today and exempts US companies. A future rule could change it, as with any regulation. We update this page when FinCEN publishes anything new.

Someone emailed me asking for a BOI fee. What should I do?

Do not pay. Filing with FinCEN has always been free, and a US LLC has nothing to file. Check any request against fincen.gov before you reply.