BOI Reporting Ends for US Companies: What FinCEN's Final Rule Means

For most of 2024, beneficial ownership information (BOI) reporting was one of the biggest compliance questions our clients faced. Deadlines moved, courts stepped in and the rules changed several times. That story is now over for US businesses. On August 11, 2026, the Financial Crimes Enforcement Network (FinCEN) announced a final rule that permanently ends BOI reporting for US companies and US persons. The rule took effect August 14, 2026.

This post replaces our earlier BOI coverage and reflects the rules as of October 2026.

The Short Answer

• US companies no longer have to file BOI reports with FinCEN, update past reports or report beneficial owners when they form.
• US persons no longer have to report their information to FinCEN under the Corporate Transparency Act.
• Foreign companies registered to do business in the US are still reporting companies and must report their foreign beneficial owners.

How We Got Here

• January 1, 2024: The Corporate Transparency Act reporting requirement took effect for most small companies.
• December 2024 to February 2025: Court challenges paused and then restored the requirement more than once, with FinCEN extending deadlines along the way.
• March 2025: FinCEN issued an interim final rule exempting US companies and US persons from reporting.
• August 2026: FinCEN's final rule made that exemption permanent, effective August 14, 2026.

What the Final Rule Does

• Makes permanent the exemption for US companies and US persons.
• Releases people who obtained a FinCEN ID from any obligation to update or correct that information.
• Removes the requirement for foreign companies to report the US persons who helped register them (company applicants).
• Exempts foreign pooled investment vehicles registered in the US from reporting a US person who controls them.
• Directs FinCEN to delete information about individuals it reasonably believes are US persons.

Who Still Has to Report

Only foreign reporting companies remain covered. That means an entity formed under the law of another country that has registered to do business in a US state or tribal jurisdiction. These companies must report beneficial ownership information about their foreign owners. They do not report US persons.

If your business is a US entity owned in part by foreign individuals, the US entity itself is not a reporting company. A foreign parent or affiliate that is registered to do business here may be.

What This Means for You

• You filed a BOI report: There is nothing further to do. You do not need to update or withdraw it.
• You never filed: As a US company, you are not required to file, and there is no penalty exposure under the current rule.
• You formed a new company: No BOI filing is required with FinCEN.
• Nonprofits, dissolved companies and single-member LLCs: If they are US entities, none of them has a FinCEN filing obligation.

What Has Not Changed

The end of federal BOI reporting does not affect your other entity filings. Pennsylvania businesses still need to file the state's Annual Report, and banks will still ask for beneficial ownership details when you open an account under their own customer due diligence rules. States may also adopt their own ownership disclosure laws, so we will keep watching.

For Pennsylvania deadlines, read PA Annual Report: Deadlines, Fees, and What Changes in 2027.

How We Can Help

If you are not sure whether a foreign owner or affiliate puts you in scope, our team can review your structure and confirm what, if anything, you need to file.

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