Do I have to file a BOI with FinCEN if I'm a non-resident owner of a Wyoming LLC?

No, not in 2026. FinCEN's interim final rule published on March 21, 2025 exempted all 'domestic reporting companies' (that is, all entities formed in the United States, including Wyoming, Delaware or New Mexico LLCs owned by non-residents). You have no obligation to file a BOI at the federal level. The exemption also covers the beneficial owners of these entities.

What is a 'foreign reporting company' under the CTA and does it apply to me?

A 'foreign reporting company' under the CTA is an entity formed under the law of a foreign country AND registered to do business in a US state or tribal jurisdiction. Example: a French SARL that registers as a 'foreign LLC' in Florida. That is NOT a US LLC owned by a non-resident. If you opened a Wyoming LLC as a French citizen living in Paraguay, your entity is a 'domestic reporting company' (formed in the US), and therefore exempt. The confusion comes from the word 'foreign,' which refers to the entity, not the owner.

Does the New York LLC Transparency Act 2026 apply to me as a non-resident with a Wyoming LLC?

No. The New York LLC Transparency Act (NYLLCTA), effective January 1, 2026, applies only to LLCs formed outside the United States AND authorized to do business in the State of New York. A Wyoming LLC owned by a non-resident that does no business in NY is doubly out of scope: it is not a foreign entity, and it is not registered to do business in NY. If in the future you register your LLC to operate in NY, check how the law has evolved.

If my bank or Mercury asks me for documents, is it related to the CTA?

No, these are two different things. Requests from banks (Mercury, Relay, etc.) stem from their internal KYC policy and the AML/Bank Secrecy Act requirements that fall on their partner banks, not from the CTA. Confusing the two can lead to costly mistakes, like needlessly filing a BOI with FinCEN instead of responding to the bank, or abandoning your LLC thinking you're in violation. See our dedicated Mercury guide for the details.

Is the March 21, 2025 exemption permanent or can it be reversed?

The exemption is in force via an 'interim final rule' (an intermediate legal status that takes effect immediately but can be amended). FinCEN plans to publish a 'final rule' in 2026 to definitively confirm it. There is a theoretical risk that a future administration could reintroduce the obligation through regulation or legislation, but as of May 2026 no concrete action has been announced. We monitor developments month by month and alert our clients in the event of a material change.

What happens if I had already filed a BOI in 2024 before the exemption?

No problem. BOIs filed in 2024 or early 2025 remain in the FinCEN registry but no longer create any ongoing obligation since the exemption. You don't have to update these filings, report ownership changes, or pay penalties. If you'd like to remove your BOI from the registry, FinCEN has no formal deletion procedure to date, and the information remains passive and inaccessible to the public.

Are there other US states that impose state-level reporting?

As of May 2026, the NY LLC Transparency Act is the only state to have brought into force an obligation similar to the CTA, and its scope is limited to foreign entities registered in NY. California introduced Senate Bill 1201, which could extend BOI obligations to entities operating in CA and make the information public, but the text is not in force. Other states (Massachusetts, Illinois, Washington) are debating similar legislation. None currently affects a Wyoming LLC owned by a non-resident that does not operate in those states.

Does my LLC have other federal reporting obligations in 2026?

Yes, the CTA exemption does not waive the usual US tax obligations. In 2026, an LLC owned by a non-resident (single-member, disregarded entity by default on the IRS side) must file Form 5472 each year along with a pro forma 1120 to report transactions between the entity and its foreign owner. Minimum penalty for failure to file: USD 25,000 per missed year. This is the main reporting obligation for non-resident LLCs, distinct from the CTA and still in force.

CTA and BOI for a US LLC: non-resident guide 2026 (and why you're exempt)

What exactly is the CTA

The Corporate Transparency Act is a US federal law passed in 2021 as part of the National Defense Authorization Act. Its original goal was to combat money laundering, terrorism financing, and tax evasion by requiring US companies to disclose the identity of their beneficial owners, that is, the individuals who hold at least 25% of the capital or who exercise substantial control over the entity.

This obligation took the form of the Beneficial Ownership Information report (BOI), to be filed with the Financial Crimes Enforcement Network (FinCEN), an agency of the Treasury Department. In practice, every US LLC, corporation, or other legal entity had to report, for each beneficial owner: their name, date of birth, current address, and the number of a non-expired ID document. For non-residents, this meant providing a passport and a foreign address.

The law took effect on January 1, 2024. For LLCs formed before that date, the initial deadline to file the BOI was set at January 1, 2025. For LLCs formed after January 1, 2024, the deadline was 90 days after formation. The penalties provided for were severe: USD 591 per day of delay, and up to USD 10,000 in fines + 2 years in prison for an intentional false filing.

2024, the year everyone panicked

2024 was a memorable legal chaos around the CTA, and it's useful to know the timeline to understand why the current status is as clear as it is today.

Throughout the year, several federal lawsuits challenged the constitutionality of the CTA. The National Small Business Association obtained an early favorable ruling in March 2024 (NSBA v. Yellen), but the effect was limited to its members. Several other injunctions were issued, notably in the Texas Top Cop Shop v. Garland case, which temporarily suspended the BOI obligation nationwide in December 2024, before being partially lifted in turn by the Supreme Court in January 2025.

During those months, tens of thousands of LLC owners (including nearly all the non-resident French-speaking clients we were working with) were flying blind, not knowing whether they should file their BOI, wait, or assume the law would be struck down. It was uncomfortable, and the fear of USD 591/day penalties meant many filed just to be safe.

The turning point of March 21, 2025: the interim final rule

On March 2, 2025, the Treasury Department announced it was ceasing all enforcement action against US citizens and domestic reporting companies. On March 21, 2025, FinCEN published the interim final rule that formalizes this position. It's the text that changes everything for non-residents.

In substance, the rule changes the very definition of "reporting company" in regulation 31 CFR 1010.380:

The "domestic reporting company" category is out of the scope of the CTA. Any entity formed in the United States (regardless of who owns it, regardless of the nationality of the beneficial owners) is exempt from the federal BOI.
Only "foreign reporting companies" remain in scope. And for those entities, beneficial owners who are US persons are also exempt.

The interim final rule was published in the Federal Register on March 26, 2025 and took effect immediately. FinCEN indicated its intention to finalize it via a "final rule" in 2026. As of May 2026, the interim rule is still in force unchanged, and finalization is still expected within the year.

In practice, if you're a non-resident with a Wyoming LLC

Let's recap your typical situation. You're French, Belgian, Swiss, or of any other non-American nationality. You've opened (or plan to open) an LLC in Wyoming, Delaware, New Mexico, or Florida. You live abroad (Paraguay, Portugal, Georgia, Thailand), it doesn't matter. You operate your LLC remotely to invoice international clients, run SaaS, or do e-commerce.

For the federal BOI, in 2026: you have nothing to file. Your LLC is by definition a "domestic reporting company" (formed in the US), and the interim final rule of March 2025 explicitly exempts you. The exemption covers your entity and you as a beneficial owner.

This is not a gray area, it's not an opinion, it's not an optimization strategy. It's the result of a FinCEN rule published in the Federal Register, in force for 14 months as I write this. Nearly all the French-language content online about the CTA dates from 2024 and does not reflect this change, hence the persistent confusion among many clients.

The "foreign reporting company" terminology trap

This is the most common misinterpretation I come across. The word "foreign" in "foreign reporting company" does not refer to your nationality. It refers to where the entity was formed.

A "foreign reporting company" under the CTA is, for example:

A French SARL that registers as a "foreign LLC" in Florida to have a branch there
An English Ltd that opens a "branch office" registered in the State of New York
A Swiss S.A. that obtains a certificate of authority to operate in Texas

It is not:

A Wyoming LLC formed by a French citizen living in Paraguay: that's a 100% American entity, therefore domestic, therefore exempt
A Delaware LLC whose 2 members are Belgian: a US domestic entity, exempt

The distinction turns on the entity's jurisdiction of formation, not on the owners' nationality. If you created your LLC through Expat LLC or any other US formation agent, it's an American entity. You're on the right side of the regulatory sliding door.

The New York LLC Transparency Act 2026: should you worry

The NYLLCTA took effect on January 1, 2026, and it generated a lot of FUD (fear, uncertainty, doubt) in the expat community. The legitimate question: does it undermine the federal exemption at the New York state level?

Answer: no, in its current scope. The NYLLCTA applies to LLCs formed outside the United States that are authorized to do business in the State of New York. So:

If your LLC is formed in the United States (Wyoming, Delaware, NM, FL, etc.): out of NYLLCTA scope, regardless of whether or not you do business in NY.
If your LLC is formed abroad AND registered to do business in NY: in scope. You must file a beneficial ownership disclosure (or an attestation of exemption) before December 31, 2026 for pre-existing entities, or within 30 days of authorization for new ones.

For our typical client profile (a non-resident with a US LLC formed to operate remotely), the NYLLCTA therefore has no effect. But there are two areas worth monitoring:

Amendments are under discussion to extend the scope to US-formed LLCs that do business in NY. Not in force to date, but worth monitoring month by month.
If you plan to qualify your LLC to do business in NY (renting an office, hiring a local employee, etc.), check the status at the time of filing, as the situation may evolve.

If your bank asks you for documents, it is NOT the CTA

This is the most costly confusion I currently see. A client receives an email from Mercury, Relay, or their bank asking for proof of activity, information about their owners, or KYC documents. Immediate reflex: "ah, this must be the CTA." And they embark on needless BOI filings with FinCEN thinking it solves the problem.

⚠️ Mistake to avoid

A request for documents from your bank stems from its internal KYC policy and the AML/Bank Secrecy Act requirements that fall on its partner banks. It is completely independent of the CTA. Filing a BOI with FinCEN solves absolutely nothing on the bank's side, and creates an administrative trail you don't need.

If you're in this situation, the right move is to respond directly to the bank with the requested documents, or (if you don't have what it's asking for) to switch banking providers. We've detailed the whole Mercury case in a dedicated guide that defuses precisely this confusion.

What could still change in 2026-2027

The current exemption is in force via an interim final rule, which is an intermediate legal status. It takes effect immediately but can be amended by a "final rule" (the final formalization step) or revoked by a future administration. FinCEN has indicated its intention to finalize the rule in 2026 in the direction of the exemption, but no date is confirmed.

Three scenarios to keep in mind:

Neutral scenario (likely): FinCEN publishes the final rule during 2026 and confirms the exemption. Nothing changes for you.
State-extension scenario (possible): other states (California SB 1201, Massachusetts, etc.) adopt their own version of the CTA. Depending on the scope, this could affect US-formed LLCs operating in those states. To watch.
Federal rollback scenario (unlikely in the short term): a future administration reintroduces the BOI obligation. This would require either a new FinCEN rule or an act of Congress. No concrete action announced as of May 2026, but it's a long-term political risk.

For our Turnkey pack and Complete pack clients, we provide monthly monitoring and send a targeted alert in case of a material change. You don't have to track it yourself, it's part of the service.

The federal obligations that remain despite the CTA exemption

Important so you don't get it wrong: the CTA exemption does not waive all US obligations. Here's what remains in force in 2026 for an LLC owned by a non-resident:

Form 5472 + pro forma 1120: mandatory annual reporting of transactions between the LLC (disregarded entity) and its foreign owner. To be filed by April 15 each year. Minimum penalty USD 25,000 per missed year. It's the main reporting obligation and it's intact.
Wyoming Annual Report (or state equivalent): USD 60/year for Wyoming, to be filed to keep the LLC in good standing.
Form 1042/1042-S if you pay US-source income to non-US persons (rare for our profile).
FBAR and Form 8938: obligations that fall on US persons, not on you as a non-resident. Out of scope.

The technical detail of all these IRS obligations is in our dedicated IRS guide. Expat LLC's Complete pack includes full handling of these filings.

Our recommendation at EXPAT LLC for 2026

To sum up in one pragmatic stance: no BOI filing to make in 2026. The federal exemption is clear, your LLC is by definition a domestic reporting company, and you have no obligation under the CTA. If you filed a BOI in 2024 out of an abundance of caution, no problem: the filing remains passive in the FinCEN registry and entails no ongoing obligation.

On the monitoring side: we track for you the development of the final rule expected in 2026, the NY LLC Transparency Act and its possible amendments, and equivalent legislative projects in other states (CA SB 1201 in particular). In the event of a material change affecting US LLCs owned by non-residents, we alert our clients individually with the course of action to take.

And above all: if a bank or fintech asks you for documents, treat it as a commercial banking matter, not a regulatory one. The CTA and Mercury's KYC policy have nothing to do with each other, and confusing the two wastes time and energy.

FAQ: frequently asked questions about the CTA and non-residents

Do I have to file a BOI with FinCEN in 2026?

No. The interim final rule of March 21, 2025 exempted all domestic reporting companies, including Wyoming/Delaware/NM LLCs owned by non-residents. No federal BOI obligation in 2026.

What exactly is a "foreign reporting company"?

An entity formed abroad AND registered to do business in the US (e.g. a French SARL registered in FL). Not a Wyoming LLC owned by a French citizen: that's a domestic reporting company, exempt.

Does the NY LLC Transparency Act 2026 apply to me with my Wyoming LLC?

No, in its current scope. The NYLLCTA targets LLCs formed outside the US that register in NY. A Wyoming LLC outside NY is doubly out of scope.

If Mercury asks me for documents, is it the CTA?

No. Bank requests stem from internal KYC and AML/BSA, not the CTA. See the dedicated Mercury guide.

Can the exemption be reversed?

Theoretically yes, via a new FinCEN rule or an act of Congress. As of May 2026 no concrete action is announced. The final rule expected in 2026 should, on the contrary, confirm the exemption.

What should I do if I had already filed a BOI in 2024?

No problem. The filing remains passive in the FinCEN registry, entails no ongoing obligation, and is not accessible to the public. No formal deletion procedure to date.

Do other states have their own CTA?

NY is the only one in force in 2026, with a limited scope. California SB 1201 is under discussion. Massachusetts, Illinois, and Washington are debating similar legislation. None currently affects an out-of-state Wyoming LLC.

What federal obligations remain in 2026?

The IRS Form 5472 + pro forma 1120 obligation is intact and critical (minimum penalty USD 25,000/missed year). Plus the Wyoming Annual Report. See the IRS guide.

Going further

Mercury and non-residents in 2026: the "US Operations" requirement: why Mercury troubles aren't the CTA
IRS guide: Forms 5472 and 1120 for a non-resident LLC: the reporting obligation that remains critical
Open a Wyoming LLC without an SSN: the step-by-step guide
Why open a US LLC as a non-resident: the 7 real advantages
US bank account for a non-resident: Wise vs Mercury vs Relay
Wise Business for a US LLC: why it's our #1 recommendation
US LLC from Paraguay: the tax residency + LLC combo
French exit tax: before you leave France: analysis from our partner firm Patrimoine International
Affiliate disclosure

CTA and BOI for a US LLC: non-resident guide 2026

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