What Is Beneficial Ownership Information (BOI)?
Plain-language definition. Grounded in 31 U.S.C. §5336 and the federal regime matrix foreign-reporting-company-boi-rules (FinCEN IFR 90 FR 13688, March 26, 2025). Not legal advice.
Short answer
Beneficial ownership information is the identifying data about the individuals who ultimately own or control a company, reported to FinCEN — the Treasury Department's Financial Crimes Enforcement Network — under the Corporate Transparency Act. The statute, 31 U.S.C. §5336, defines a beneficial owner as an individual who, directly or indirectly, exercises substantial control over the entity or owns or controls not less than 25 percent of its ownership interests.
What the report contains
For each beneficial owner (and, where applicable, company applicant), a reporting company submits four items under §5336(b): full legal name; date of birth; current residential or business street address; and a unique identifying number from an acceptable identification document, or a FinCEN identifier. The statutory definition excludes minor children (when a parent or guardian is reported), nominees and intermediaries, employees whose control derives solely from employment, heirs whose interest is inheritance-only, and creditors who do not otherwise meet the definition.
Who can see it
BOI is confidential by statute — §5336(c) provides it "shall be confidential and may not be disclosed" except to authorized recipients: federal agencies engaged in national security, intelligence, or law enforcement; state and local law enforcement with court authorization; foreign law enforcement through treaty channels; financial institutions with the reporting company's consent for customer due diligence; and federal functional regulators. Confidential is not the same as unknown — the roster of parties who know an LLC's owner is mapped in Who Still Knows the Beneficial Owner of an LLC?
Who reports today
Under FinCEN's Interim Final Rule of March 26, 2025 (90 FR 13688), US-formed LLCs and corporations are exempt from federal BOI reporting; foreign-formed reporting companies remain subject, whether created before or after that date. The current entity-class rules are tracked in the federal regime matrix. Terminology trap: in federal CTA usage, "foreign" means formed outside the United States — a Wyoming LLC operating in California is not a foreign reporting company.
What BOI is not
BOI is not a public registry entry. It is separate from the state Secretary of State filing layer, where member and organizer visibility varies by state — see Member Name Visibility by State. It is also separate from state-level BOI analogs such as the New York LLC Transparency Act, which per the official NY DOS FAQ applies only to LLCs formed in foreign countries.
Not legal advice
The IFR is an interim rule; a final rule may differ. Whether a specific entity or individual falls inside the definitions depends on facts and structure — consult counsel.
See also: What Is the Corporate Transparency Act? · Foreign Reporting Company BOI Rules (matrix) · Who Still Knows the Beneficial Owner of an LLC?
Frequently asked questions
Who counts as a beneficial owner?
Under 31 U.S.C. §5336(a)(3), an individual who, directly or indirectly, exercises substantial control over the entity, or owns or controls not less than 25 percent of its ownership interests. Minor children, nominees, employees whose control comes solely from employment, inheritance-only heirs, and most creditors are excluded.
Is BOI public like a state business registry?
No. BOI reported under the statute is confidential per 31 U.S.C. §5336 and may not be disclosed except to authorized recipients — but confidentiality is not air-gapped; the authorized-requestor list under §5336(c) is broader than many founders assume.
Does a Wyoming or Delaware LLC report BOI today?
No. US-formed LLCs and corporations are exempt under FinCEN's March 26, 2025 Interim Final Rule (90 FR 13688). Foreign-formed reporting companies remain subject.
What exactly gets reported?
For each beneficial owner: full legal name, date of birth, current residential or business street address, and a unique identifying number from an acceptable identification document (or a FinCEN identifier), per 31 U.S.C. §5336(b).
Go deeper with source-backed research
Explore methodology, datasets, and related matrices cited on this page.