Guide
Beneficial Ownership Information Report
A BOI report discloses your company's beneficial owners to FinCEN under the Corporate Transparency Act. File free at fincen.gov/boi. You need an EIN first, and ein.so files your Form SS-4 for $49.
A Beneficial Ownership Information (BOI) report discloses the individuals who own or control a company to the Financial Crimes Enforcement Network (FinCEN). The Corporate Transparency Act requires most US LLCs and corporations to file. A beneficial owner is anyone with 25% or more ownership or substantial control. Filing is free at fincen.gov/boi and takes 15-30 minutes. You need a company EIN first, and ein.so files your Form SS-4 EIN for $49.
The Corporate Transparency Act (CTA) took effect on January 1, 2024. It created a federal database of who actually owns and controls US companies, run by FinCEN. The goal is anti-money-laundering transparency. For most small US businesses, including non-resident-owned single-member LLCs, the BOI report is a short, free filing. The hard part is sequencing: you need an EIN before the report is clean, and non-residents get that EIN by filing Form SS-4. This guide explains who must file, what the report contains, how to file it, the deadlines, and the penalties.
| Factor | BOI Report Detail |
|---|---|
| Filing authority | FinCEN (Financial Crimes Enforcement Network) |
| Governing law | Corporate Transparency Act (CTA), effective 2024 |
| Filing platform | fincen.gov/boi (only authorized site) |
| Government fee | $0 |
| Beneficial owner threshold | 25%+ ownership or substantial control |
| Company ID required | EIN or US Tax ID |
| Time to file | 15-30 minutes |
| Update deadline | Within 30 days of any change |
What Is BOI
What Is a BOI Report?
A BOI report is a federal filing that names a company's beneficial owners and discloses them to FinCEN under the Corporate Transparency Act. It identifies the real humans behind a US LLC or corporation. The report has two parts: company information and beneficial owner information.
The CTA passed in 2021 and applies to reporting companies starting in 2024. It targets shell companies used to hide ownership. The report is filed once at formation, then updated whenever ownership or company details change. It is not an annual tax form and carries no tax.
Company Information Required
- Legal name and any trade or "doing business as" names
- Complete current US business address
- State or jurisdiction of formation
- EIN or other US taxpayer identification number
Beneficial Owner Information Required
- Full legal name
- Date of birth
- Current residential address
- Identifying document number plus an uploaded image (passport or driver's license)
Who Is a Beneficial Owner?
| Criteria | Examples |
|---|---|
| 25%+ ownership interest | Members, shareholders, partners |
| Substantial control | CEO, CFO, COO, President |
| Senior officers | General counsel, managing member |
| Decision authority | Anyone who directs major company decisions |
A single-member LLC reports its one owner. A two-member LLC split 50/50 reports both members. Senior officers count even when they own 0% equity.
Who Must File
Who Must File a BOI Report?
Most US LLCs and corporations formed by filing with a US Secretary of State must file a BOI report. This includes single-member LLCs, multi-member LLCs, and foreign-owned US LLCs. The CTA defines these as "reporting companies." Sole proprietors and general partnerships that never filed formation documents are not reporting companies.
The CTA lists 23 exemption categories. Most exemptions cover large, already-regulated entities: banks, insurance companies, publicly traded firms, and large operating companies. A company qualifies for the "large operating company" exemption only if it has more than 20 full-time US employees, a US physical office, and more than $5 million in US-source gross receipts. Most non-resident-owned LLCs meet none of these and must file.
Single-Member Foreign-Owned LLCs
Multi-Member LLCs
US Corporations
Exempt Large Companies
The CTA has faced court challenges that changed who must file and when. Confirm your current obligation directly at fincen.gov/boi or with a US attorney. ein.so does not provide legal advice.
EIN First
Why Do You Need an EIN Before a BOI Report?
You need an EIN before filing a BOI report because the report asks for the company's taxpayer identification number, and FinCEN accepts an EIN. A new US LLC without an EIN cannot complete the company section properly. Getting the EIN is the first step, and the BOI report follows.
The IRS issues an EIN at no charge. Non-US residents cannot use the IRS online EIN tool, because that tool requires a US Social Security Number. Non-residents instead file Form SS-4 by fax to the IRS at 855-215-1627, entering their passport number on Line 7b. No SSN or ITIN is needed for the EIN.
| Step | Form / Action | Authority | Fee |
|---|---|---|---|
| 1. Form the LLC | State Articles of Organization | US state | State filing fee (confirm with your registered agent) |
| 2. Get the EIN | IRS Form SS-4 (fax) | IRS | $0 (IRS) |
| 3. File BOI | BOI report (BOIR) | FinCEN | $0 |
ein.so handles step 2 for non-residents. Standard processing costs $49 and takes 4-7 business days. Express costs $97 and takes 2-3 business days. See the full EIN application process and EIN without an SSN. Once your EIN letter (CP 575) arrives, you have the company ID the BOI report needs.
How to File
How Do You File a BOI Report?
You file a BOI report at fincen.gov/boi, the only authorized FinCEN platform. The process takes 15-30 minutes per company once you have your EIN and identifying documents ready. Filing is free. You either complete the online form or upload a prepared PDF version (BOIR).
Gather Your Information
Open the FinCEN Filing Portal
Enter Company Details
Add Each Beneficial Owner
Submit and Save the Confirmation
Non-residents upload a foreign passport image as the identifying document and enter their home-country residential address. No US Social Security Number is required. See the detailed FinCEN BOI filing walkthrough for screenshots and field-by-field guidance.
Deadlines
When Is the BOI Report Deadline?
A US company created in 2026 generally files its initial BOI report within 30 calendar days of formation. Companies formed before 2024 faced an earlier one-time deadline. Any change to beneficial owner or company information triggers an updated report due within 30 days.
The deadline depends on when the company was formed and on court rulings that have moved CTA enforcement dates. Treat the 30-day window for new companies as the planning baseline, then confirm the exact current deadline at fincen.gov/boi before relying on it.
| Company Formation Date | Initial Filing Window |
|---|---|
| Formed in 2026 | Within 30 days of formation |
| Formed during 2024 | Within 90 days of formation |
| Formed before 2024 | One-time deadline (now passed; file immediately if missed) |
| Any change after filing | Updated report within 30 days |
An updated report is required when an owner is added or removed, an address changes, the LLC name changes, or a passport on file expires and is replaced. There is no annual BOI report; you file once and then only on changes. Plan your EIN timeline so the EIN arrives before the BOI deadline.
Penalties
What Is the Penalty for Not Filing a BOI Report?
Willful failure to file or update a BOI report carries a civil penalty of up to $591 per day (inflation-adjusted) and criminal penalties of up to $10,000 plus up to 2 years imprisonment. The penalties apply to willful violations and to providing false information, not to honest mistakes that you correct promptly.
FinCEN focuses enforcement on intentional concealment of ownership. A missed deadline corrected quickly is treated differently from deliberate fraud. The exact daily civil penalty amount is adjusted for inflation each year, so confirm the current figure with a CPA or attorney.
BOI Non-Compliance Risks
- Civil penalty up to roughly $591 per day for each day a willful violation continues (amount adjusts for inflation).
- Criminal fine up to $10,000 for willful failure or false information.
- Up to 2 years imprisonment for willful violations.
- These penalties are separate from any IRS penalties, such as the $25,000 Form 5472 penalty for foreign-owned LLCs.
The BOI penalty and the Form 5472 penalty are independent. A foreign-owned single-member LLC can owe both if it ignores both filings. File the BOI report on time and file Form 5472 with a pro-forma Form 1120 each year. Confirm all penalty exposure with a US CPA.
BOI vs Other Filings
How Is a BOI Report Different From Other Company Filings?
A BOI report is a federal FinCEN filing about ownership, separate from your IRS tax filings and your state annual report. Owners confuse these because all three happen around the same time. Each goes to a different authority for a different purpose.
| Filing | Authority | Purpose | Fee | Frequency |
|---|---|---|---|---|
| BOI report | FinCEN | Disclose beneficial owners | $0 | Once + on changes |
| EIN (Form SS-4) | IRS | Get federal tax ID | $0 (IRS) | Once |
| Form 5472 + 1120 | IRS | Foreign-owned LLC info return | $0 (form itself) | Annual |
| State annual report | US state | Keep LLC in good standing | State fee (varies) | Annual |
The EIN comes first because the BOI report and the Form 5472 both reference it. After formation, a non-resident-owned LLC typically completes all four over its first year. ein.so files only the EIN (apply here); the BOI report you file free at fincen.gov/boi, and the tax returns you handle with a CPA. See EIN for a bank account for the banking step that usually follows the EIN.
Non-Resident Filing
How Do Non-US Residents File a BOI Report?
Non-US residents file a BOI report the same way US owners do, at fincen.gov/boi, using a foreign passport as the identifying document. No US Social Security Number is required for the BOI report or for the EIN behind it. The foreign residential address goes in the address field.
The sequence is consistent for every non-resident owner. Form the US LLC, file Form SS-4 by fax to get the EIN, then file the BOI report referencing that EIN. The EIN is the one item that must come first, because both the BOI report and any Form 5472 need it.
Use Your Passport as ID
Enter Your Home Address
Reference Your EIN
File Within the Deadline
ein.so handles the EIN and does not file BOI reports or give legal advice. The BOI report is free and self-filed. For tax specifics on a foreign-owned LLC, work with a US CPA. See EIN for non-residents for the full non-resident path.
Next Steps
After Filing Your BOI Report
- Get your EIN first — required before the BOI report; ein.so files Form SS-4 for $49
- File your BOI report — free at fincen.gov/boi, within 30 days of formation
- Open a US bank account — Mercury and Relay accept non-resident LLC owners with an EIN
- File Form 5472 — annually for foreign-owned LLCs ($25,000 penalty for non-filing)
- Confirm BOI requirements — check current deadlines and exemptions at fincen.gov/boi
Related guides: EIN without SSN | SS-4 form guide | EIN cost | EIN processing time | EIN for non-residents | FinCEN BOI filing.
Frequently Asked Questions
Is a BOI report required for my LLC?
Yes, for most LLCs and corporations formed by filing with a US state. The Corporate Transparency Act covers small companies, including single-member and foreign-owned LLCs. 23 exemption categories exist, mostly for large operating companies with 20+ employees and $5 million in US revenue. Most non-resident-owned LLCs do not qualify for any exemption. See BOI filing requirements.
Is filing a BOI report free?
Yes. Filing directly with FinCEN at fincen.gov/boi costs $0. FinCEN charges no government fee for the Beneficial Ownership Information report. Third-party services charge for convenience, but you can complete the report yourself in 15-30 minutes. ein.so does not file BOI reports and charges only for its $49 EIN service.
What is the penalty for not filing a BOI report?
Willful failure to file or update a BOI report carries a civil penalty of up to $591 per day (inflation-adjusted) and criminal penalties up to $10,000 plus up to 2 years imprisonment. The penalty applies to willful violations, not honest mistakes corrected promptly. Confirm current penalty amounts and your filing duty with a CPA or attorney.
Who counts as a beneficial owner on a BOI report?
A beneficial owner is any individual who owns 25% or more of the company or exercises substantial control. Substantial control includes senior officers such as the CEO, CFO, COO, and managing member, plus anyone with authority over major company decisions. A single-member LLC reports its one owner. Multi-member LLCs report every 25%+ owner.
Do I need an EIN before filing a BOI report?
Yes, in practice. The BOI report asks for the company's taxpayer identification number, and FinCEN accepts an EIN. A new US company without an EIN cannot complete the company section cleanly. Get your EIN first by filing Form SS-4. ein.so files the SS-4 for non-residents in 4-7 business days for $49.
Can a non-US resident file a BOI report?
Yes. Non-US residents who own US LLCs file BOI reports the same way US owners do, at fincen.gov/boi. You upload an image of your foreign passport as your identifying document and enter your foreign residential address. No US Social Security Number is required for the BOI report or for the EIN behind it.
Where do I file a BOI report?
File at fincen.gov/boi, the only authorized FinCEN platform. BOI is a federal filing, not a state filing, so it is separate from your LLC formation and your annual state report. You file either an online form or upload a PDF version of the BOI report (BOIR). FinCEN returns a confirmation you should save permanently.
When is the BOI report deadline?
A company created in 2026 generally files within 30 calendar days of formation. Companies formed before 2024 faced earlier deadlines. Any change to beneficial owner or company information requires an updated report within 30 days. CTA deadlines have shifted through court action, so confirm the current deadline at fincen.gov/boi or with an attorney before relying on a date.
What information does a BOI report require?
The BOI report requires the company's legal name, any trade names, US address, formation state, and EIN. For each beneficial owner it requires full legal name, date of birth, residential address, and an image of an identifying document such as a passport or driver's license. The whole report takes 15-30 minutes once you have your EIN and documents ready.
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