
Update: BOI reports are no longer required for US startups
Big news! Startups formed in the US no longer need to file BOI reports. That includes all startups incorporated through Clerky, even if some or all of the founders are outside of the US.
What's a BOI report? The Corporate Transparency Act requires certain businesses to submit reports to FinCEN, a government bureau that helps detect financial crimes. These BOI (Beneficial Ownership Information) reports contain information about the business and its beneficial owners. While BOI reports used to be required for many businesses formed in the US, US startups are now exempt.
What happened? FinCEN recently issued an interim final rule exempting all companies formed in the US from the BOI report requirement. As Delaware corporations, all startups incorporated through Clerky are covered by this exemption.
Who still needs to file? The BOI report requirement now only applies to "foreign entities", meaning companies formed under non-US laws. If your startup is a foreign entity, you can learn more about your deadline and how to file on the FinCEN website.
Could things change again? It's possible. FinCEN's interim final rule hasn't been finalized yet and this exemption could be modified or removed in the future.