What is the BOI report?
Under the federal Corporate Transparency Act, almost every US LLC — including yours in South Dakota — must file a Beneficial Ownership Information (BOI) report with FinCEN (a US Treasury bureau). The filing identifies the humans who ultimately own or control the LLC.
This is a federal requirement, not state-level — South Dakota itself doesn't run a BOI registry. But every South Dakota LLC owner must comply.
Who has to file
- Every domestic LLC, LP, corporation, or similar entity formed in South Dakota (or any US state).
- Every foreign entity registered to do business in South Dakota.
- Both single-member and multi-member LLCs.
- Non-resident-owned LLCs.
Who is exempt
23 categories are exempt, mostly already-regulated entities: banks, public companies, registered investment advisers, large operating companies (>$5M revenue + >20 employees + US office), and tax-exempt 501(c)s. Almost no small business qualifies.
Filing deadlines in 2026
| Scenario | Deadline |
|---|---|
| LLC formed before 2024 | Originally Jan 1, 2025 — verify current FinCEN guidance |
| LLC formed in 2024 | 90 days from formation |
| LLC formed in 2025 or later | 30 days from formation |
| Information change (address, ownership, ID) | 30 days from change |
⚠️ Federal courts have repeatedly enjoined and re-instated the CTA in 2024-2025; the rules have been changing. Verify the current deadline at fincen.gov/boi before filing.
What information you report
- About the LLC: Legal name, any DBAs, US business address, state of formation, EIN.
- About each beneficial owner (anyone with ≥25% ownership OR substantial control):
- Full legal name
- Date of birth
- Current residential address
- Unique ID number (driver's license, passport) and image of the document
- About company applicants (for LLCs formed 2024+): person who filed the formation documents.
How to file
- Go to boiefiling.fincen.gov.
- Choose "Online BOIR" (free).
- Enter LLC details, then each beneficial owner.
- Upload an image of each owner's ID.
- Submit — you'll receive a confirmation immediately.
- Save the confirmation PDF.
Filing typically takes 20-40 minutes for a single-member LLC. No fee. No CPA needed.
Penalties for non-compliance
- $591/day civil penalty (inflation-adjusted from $500), capped at ~$10,000.
- Up to $10,000 fine + 2 years prison for willful violations.
- FinCEN does enforce — multiple actions taken against non-filers since 2024.
When you must update
Anytime any of this changes — and within 30 days:
- Beneficial owner's address moves.
- Driver's license / passport renewed (new ID number).
- Ownership changes (member buyout, new partner).
- LLC name change or DBA.
- Manager change (if managers have substantial control).
BOI is the most-missed compliance item for new South Dakota LLC owners. The good news: it's free, online, and takes under an hour. Do it the same week you finish your formation — there's no upside to delaying.