Does Your Foreign-Owned US LLC Still Need to File a BOI Report? (2025 Update)

Short answer: as of a March 26, 2025 FinCEN rule, US-formed companies — including foreign-owned US LLCs — are exempt from filing a Beneficial Ownership Information (BOI) report. Only entities formed outside the US that then register to do business in a US state still file. So if your LLC was formed in Wyoming, Delaware, or any US state, you most likely do not need to file BOI.

What BOI was

Under the Corporate Transparency Act, most US companies were originally required to report their "beneficial owners" (the real people behind the entity) to FinCEN. This caused a lot of anxiety for small LLCs in 2024.

What changed in March 2025

FinCEN issued an interim final rule (March 26, 2025) that:

• Removes BOI reporting for all US-created entities and US persons.
• Redefines "reporting company" to mean only entities formed under the law of a foreign country that register to do business in a US state.
• Even those foreign entities don't report US persons as beneficial owners.

In plain terms: a company you formed in the US is no longer a "reporting company."

So who still has to file?

Only a foreign-formed company (formed under another country's law) that registered to do business in a US state. A US LLC you formed in the US — even if you, the owner, are not a US person — is not a reporting company under the current rule.

What this means for most founders

If you're a non-US founder who formed a US LLC (the common Wyoming/Delaware setup for billing US clients or using Stripe/Mercury), you are almost certainly exempt from BOI now. Don't pay a service to file a report you don't owe.

Important caveat

This area has changed repeatedly and the March 2025 rule was an interim rule open to public comment, so it could be revised again. Always confirm the current status on FinCEN.gov/boi and with a professional before acting.

Where FounderFi fits

What does still apply to your US LLC — like the annual Form 5472 — is exactly what FounderFi tracks and reminds you about, with guidance kept current as rules shift, so you act on facts, not outdated panic.

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Educational guidance, not licensed tax or legal advice. Source: FinCEN interim final rule, March 26, 2025 (fincen.gov/boi). Confirm current requirements with a qualified professional.