When a non-US entity registers to do business in California, it becomes subject to the Corporate Transparency Act (CTA) and must report its beneficial ownership information (BOI) to FinCEN. This federal requirement applies to most foreign entities operating in the United States.
Every non-US entity must gather the following information for FinCEN reporting:
| Entity Type | FinCEN Reporting Required | Notes |
|---|---|---|
| Foreign Corporation | Yes | Most common entity type for non-US businesses. |
| Foreign LLC | Yes | Limited liability companies formed abroad. |
| Foreign LP/LLP | Yes | Limited partnerships and limited liability partnerships. |
| Exempt Entities | No | Banks, credit unions, public utilities, tax-exempt entities, and large operating companies. |
Apply for an Employer Identification Number (EIN) from the IRS. This is your Taxpayer Identification Number required for FinCEN filing.
Determine who owns 25% or more of the entity, or exercises substantial control over operations. This includes officers, managers, and key decision-makers.
Collect government-issued ID numbers, dates of birth, residential addresses, and clear ID document images for each beneficial owner.
Submit your BOI report through the official FinCEN BOI E-Filing system within the required timeframe after California registration.
For entities registered in 2025, the filing deadline is 30 days from the effective date of registration. For entities registered before 2025, the deadline was January 1, 2025.
⚠️ Missing the deadline can result in civil penalties of up to $591 per day of violation.
FinCEN (Financial Crimes Enforcement Network) is a bureau of the U.S. Department of the Treasury. Under the Corporate Transparency Act, both domestic and foreign entities must report beneficial ownership information to FinCEN to help prevent money laundering, terrorist financing, and other financial crimes.
Non-US entities must report: company legal name and any trade names, principal US address (or in some cases foreign address), jurisdiction of formation/registration, and Taxpayer Identification Number (TIN). For each beneficial owner and company applicant, you must report their name, date of birth, residential address, and an identifying number from an acceptable ID document (such as a passport) along with an image of that document.
Yes, you will need a Taxpayer Identification Number (TIN), which for most businesses is an EIN (Employer Identification Number). You can obtain an EIN from the IRS free of charge. The EIN is required to complete the FinCEN BOI filing.
A beneficial owner is any individual who either exercises substantial control over the entity (such as officers, key managers, or anyone with authority over strategic decisions), or owns or controls at least 25% of the entity's ownership interests, either directly or indirectly.