Is BOI Filing Mandatory for Foreign-Owned US LLCs?

If you own a US Limited Liability Company (LLC) as a non-resident or foreign national, you may be required to file Beneficial Ownership Information (BOI) with the Financial Crimes Enforcement Network (FinCEN). This requirement has created confusion for many overseas founders, particularly those operating US companies remotely.

Understanding whether BOI filing applies to your company is critical, as non-compliance can lead to penalties.

What Is BOI Filing?

BOI filing is a federal compliance requirement introduced under the Corporate Transparency Act (CTA). It requires certain US-registered entities to disclose information about:

• Their beneficial owners, and

• Individuals who exercise substantial control over the company

This information is submitted electronically to FinCEN, a bureau of the US Department of the Treasury.

BOI reporting is separate from:

• Tax filings

• State annual reports

• Accounting or audit requirements

Is BOI Filing Mandatory for Foreign-Owned US LLCs?

BOI filing is a federal compliance requirement introduced under the Corporate Transparency Act (CTA). It requires certain US-registered entities to disclose information about:

• Their beneficial owners, and

• Individuals who exercise substantial control over the company

This information is submitted electronically to FinCEN, a bureau of the US Department of the Treasury.

BOI reporting is separate from:

• Tax filings

• State annual reports

• Accounting or audit requirements

Who Is Considered a Beneficial Owner?

For BOI purposes, a beneficial owner is any individual who:

• Owns or controls 25% or more of the company, or

• Exercises substantial control over the company

This may include:

• Foreign shareholders

• Managing members

• Directors or controlling persons

Both direct and indirect ownership may be relevant.

Are There Any Exemptions for Foreign-Owned Companies?

Certain entities are exempt from BOI filing, such as:

• Large operating companies meeting specific employee and revenue thresholds

• Certain regulated entities

However, most small and medium-sized foreign-owned US LLCs do not qualify for these exemptions.

Determining exemption status requires careful review of:

• Ownership structure

• Operational activity

• US presence

What Happens If BOI Is Not Filed?

Failure to file BOI, or filing inaccurate information, can expose companies to:

• Civil penalties

• Regulatory scrutiny

• Compliance risks during banking or investment processes

Ignoring BOI obligations can also create complications if corrections are needed later.

Why BOI Compliance Is Especially Important for Non-Residents

For non-resident owners, BOI compliance can be more complex due to:

• Cross-border ownership structures

• Identification and documentation requirements

• Ongoing obligation to update BOI information when changes occur

Many overseas founders assume BOI is handled automatically during company formation. This is not the case.

How AFCO Can Help

At AFCO Chartered Accountants, we assist overseas founders and foreign-owned US companies with:

• Assessing whether BOI filing is required

• Identifying reportable beneficial owners and control persons

• Preparing accurate BOI disclosures

• Submitting filings in line with FinCEN requirements

• Advising on update obligations when ownership or control changes

Our approach is compliance-first and documentation-driven, designed to reduce risk and provide clarity for international business owners.

👉 Learn more: US BOI & FinCEN Reporting Services

Final Thoughts

If you own a foreign-owned US LLC, BOI filing is likely mandatory and should not be overlooked. Early assessment and proper filing can help avoid compliance issues later.

If you are unsure about your BOI obligations, professional guidance can help ensure your US company remains compliant.

Contact Us

📞 +92-344-8947880
📧 info@afco.com.pk