Status: FinCEN's final rule has been in force since August 14, 2026
Under a final rule from FinCEN, the Treasury bureau that collected beneficial ownership information (BOI) reports, companies created in the United States, and their owners, are exempt from federal BOI reporting. FinCEN announced the rule on August 11, 2026, and it took effect on August 14, 2026. The exemption covers LLCs, corporations and other entities created by filing with a U.S. state or tribe. An entity formed under the law of another country (not another U.S. state) and registered to do business in a U.S. state or tribal jurisdiction is still a reporting company unless another exemption applies. It files within 30 days after it receives notice that its state registration is effective, and it reports only non-U.S. persons who are beneficial owners or company applicants. The Corporate Transparency Act itself remains in the law; the exemption comes from FinCEN's rule, not a change to the statute. This area has changed several times since 2024. This section describes federal BOI reporting only, not state filings or other ownership-disclosure requirements.
General information about FinCEN's federal rule, not legal advice about any particular company. Last checked October 19, 2026 against FinCEN's beneficial ownership page and the Federal Register (91 FR 52508). Rules in this area have changed several times; fincen.gov/boi shows current status.
This page is the quick-reference hub for federal BOI reporting questions: which entities are exempt, which entities are still reporting companies, and how the rule got here. If you want the full legislative history, the definitions of "beneficial owner" and "substantial control," and a clause-by-clause walkthrough of the original 2024 rule, see our companion deep dive: Corporate Transparency Act (CTA) Definitive Guide.
Which Entities Are Still Reporting Companies?
Under FinCEN's final rule, "reporting company" means only:
- A corporation, LLC, or other entity formed under the law of a foreign country, and
- That has registered to do business in any U.S. state or tribal jurisdiction by filing a document with a secretary of state or similar office.
Under FinCEN's rule, what matters is where the entity was created, not where its owners live. An LLC or corporation created in the U.S. is exempt from federal BOI reporting, and so are its owners, even if the owners live outside the U.S. An entity formed under the law of another country (not another U.S. state) and registered to do business in a U.S. state or tribal jurisdiction is a reporting company unless another exemption applies. Its initial report is due within 30 days after it receives notice that its state registration is effective, and updates are due within 30 days after a change. It reports only non-U.S. persons who are beneficial owners or company applicants.
FinCEN's BOI page (fincen.gov/boi) links to FinCEN's filing system and its exemption checker. Whether a particular entity is a reporting company, or fits another exemption, depends on its own facts and is a question for a licensed attorney or other qualified adviser.
General information about FinCEN's federal rule, not legal advice about any particular company. Last checked October 19, 2026 against FinCEN's beneficial ownership page and the Federal Register (91 FR 52508). Rules in this area have changed several times; fincen.gov/boi shows current status.
Exemptions
Because "reporting company" now excludes every entity created in the U.S., the categories of exempt entities that FinCEN listed in the original 2024 rule (banks, credit unions, public utilities, large operating companies, tax-exempt entities, and so on) matter mainly when evaluating an entity formed under foreign law and registered to do business in a U.S. state. Those same exemption categories continue to apply on top of the narrowed definition. The full list and the "large operating company" carve-out are detailed in our Corporate Transparency Act Definitive Guide.
How the Federal BOI Rule Changed Since 2024
The CTA became law in 2021 and FinCEN's original rule (effective January 1, 2024) required nearly every domestic LLC and corporation to report beneficial ownership information, subject to narrow exemptions. After legal challenges, Treasury published an interim final rule on March 26, 2025, that removed the reporting requirement for U.S. companies and U.S. persons, leaving only foreign reporting companies in scope. FinCEN announced its final rule on August 11, 2026. It was published in the Federal Register on August 14, 2026 (91 FR 52508) and took effect that day.
The Corporate Transparency Act itself remains in the law; the exemption comes from FinCEN's rule, not a change to the statute. For the court cases and rulemaking steps behind the rule, see our status tracker.
Where to Go Next
- Corporate Transparency Act (CTA) Definitive Guide — the full legal explainer: beneficial ownership and substantial control definitions, the original exemption categories, FinCEN identifiers, and company-applicant rules.