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Staying legal · 4 min read

Do I have to file an Ownership Report (BOI)?

Almost certainly not — not any more. If you formed your business in the United States, this requirement no longer applies to you, whatever anyone is still trying to sell you.

The short answer
In March 2025 the Treasury exempted every US-formed business from BOI reporting. Only companies formed in another country and registered to do business here still have to file.

You may have read that every small business had to file a "beneficial ownership information" report — a federal form listing the real humans behind the company. That was true when the Corporate Transparency Act took effect in 2024, and it came with frightening penalties.

It is not true now. In March 2025 the Treasury issued a rule exempting all entities created in the United States, and their owners, from the requirement. That is the current position.

So who still has to file?

  • Companies formed under the law of another country that have registered to do business in a US state. These are still required to report.
  • Nobody else. If your LLC or corporation was formed in any US state, you are exempt — including single-member LLCs, partnerships, and corporations of every size.
If someone is charging you for this
Several formation companies still sell BOI filing as a paid service or a compliance scare. If your business was formed in the US, you are paying for a filing that no longer exists. Ask them directly which rule they are filing under.

Two things worth watching

First, the federal rule is an interim rule, not a final one, and the courts have upheld the underlying law as constitutional. It is possible the requirement returns in some form. We track this and will tell you plainly if it changes — you will not have to follow the news.

Second, some states are writing their own versions. New York has passed its own LLC transparency law, and others are considering it. State rules are separate from the federal one, and if your state adopts one, it will show up in your deadlines automatically.

What you should actually be watching

The filings that genuinely carry teeth for a US small business are your state’s yearly report — miss enough of those and the state can dissolve your company — and your tax deadlines. Those are the ones we put in front of you.

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