Executive Summary

The short answer: no

A California Professional Accountancy Corporation does not have to file a beneficial ownership information (BOI) report with FinCEN. On August 11, 2026, the Financial Crimes Enforcement Network issued a final rule that permanently exempts all domestic reporting companies — every entity formed in the United States — from the Corporate Transparency Act’s reporting requirements. The rule was published in the Federal Register on August 14, 2026, at 91 FR 52508, and took effect that same day.

A California Professional Accountancy Corporation is formed by filing articles of incorporation with the California Secretary of State. That makes it a domestic entity, and domestic entities are now exempt. The exemption is categorical. It does not depend on the size of your accounting practice, your profession, your revenue, your number of employees, or how many shareholders you have.

There is one narrow exception, and it almost never applies to a California accounting practice. A corporation formed under the law of a foreign country that registers to do business in a U.S. state is still a reporting company and still has to file. That is now the entire universe of BOI filers. FinCEN counted roughly 63,000 candidate foreign entities at the end of 2025, down from the 32.6 million entities the original rule reached.

If you filed a BOI report for your California Professional Accountancy Corporation in 2024 or early 2025, you do not need to withdraw it, update it, or correct it. FinCEN has said it will delete the U.S.-person information it already holds in a one-time purge to be completed by February 10, 2027.

This article is general information about California and federal law, not legal advice for your situation.

What a BOI Report Was, and Why Your Corporation Was Ever Asked for One?

The Corporate Transparency Act was enacted on January 1, 2021, as part of the Anti-Money Laundering Act of 2020, inside that year’s National Defense Authorization Act. Congress passed it over a presidential veto. The statute is codified at 31 U.S.C. § 5336.

The problem Congress was aiming at was the anonymous shell company. A person could form a corporation or limited liability company in any state without ever telling a government agency who actually owned it. State formation filings ask for an agent for service of process, an address, and sometimes officers and directors — not owners. Investigators chasing money laundering, sanctions evasion, terrorist financing, or tax fraud through a chain of entities had no registry to consult. The CTA created one.

FinCEN — the Financial Crimes Enforcement Network, a bureau of the Treasury Department — wrote the implementing regulation, codified at 31 C.F.R. § 1010.380. It took effect on January 1, 2024.

The reporting obligation was deliberately broad. It did not target large companies or regulated industries, both of which were already subject to extensive disclosure. It targeted the opposite: small, closely held entities that no other federal regime touched. FinCEN estimated the rule reached about 32.6 million existing entities, plus roughly five million newly formed entities every year.

That design choice is the reason a small accounting practice all found themselves with a federal filing obligation they had never heard of. The CTA was not aimed at accounting practices. It simply swept them in, along with nearly every other small entity in the country.

The report itself was called a beneficial ownership information report, or BOI report. It was filed electronically through FinCEN’s BOI E-Filing System. There was no filing fee, and no annual renewal — you filed once, then updated it whenever the reported facts changed.

That last feature turned out to matter more than the initial filing, and it is worth understanding even now that the requirement is gone, because it explains why so many accounting practices spent real money on compliance systems that are now obsolete.

What California Professional Accountancy Corporations Had to File from January 1, 2024, to March 21, 2025?

For roughly fifteen months, a California Professional Accountancy Corporation was a “domestic reporting company” under 31 C.F.R. § 1010.380. Here is what that actually required, because this is the regime the five earlier articles on this blog described, and because knowing what you were asked for tells you what information is now sitting in a federal database.

The Twenty-Three Exemptions Rarely Helped a Professional Practice

The rule listed twenty-three categories of exempt entity: publicly traded issuers, banks, credit unions, broker-dealers, registered investment advisers, insurance companies, state-licensed insurance producers, public accounting firms registered under Sarbanes-Oxley, tax-exempt organizations under § 501(c), governmental authorities, and others.

The only exemption with any realistic application to an accounting practice was the “large operating company” exemption, and it required all three of the following at once: more than 20 full-time employees in the United States, more than $5 million in gross receipts reported on the prior year’s federal return, and a physical operating office in the United States. A successful accounting practice can clear the revenue test. Very few clear the 20-full-time-employee test. Note also that the Sarbanes-Oxley exemption for public accounting firms covered PCAOB-registered firms — not the ordinary California accountancy corporation.

The practical result: almost every California Professional Accountancy Corporation was a reporting company.

Who Counted as a Beneficial Owner?

A beneficial owner was any individual who, directly or indirectly, either exercised substantial control over the entity or owned or controlled at least 25% of its ownership interests. Both tests applied; an individual could be a beneficial owner under either one.

Substantial control included serving as a senior officer — president, chief executive officer, chief financial officer, chief operating officer, general counsel, or any officer performing a similar function — having authority to appoint or remove a senior officer or a majority of the board, or directing or having substantial influence over important decisions of the entity.

For a typical California Professional Accountancy Corporation, this produced a short and slightly uncomfortable list. In a solo accounting practice, the single licensed shareholder is simultaneously the sole director, the president, the chief financial officer, and the 100% owner — one person, reported once. In a two-shareholder accounting practice held 50/50, both shareholders were beneficial owners twice over. In a larger group accounting practice, every shareholder holding 25% or more was captured by the ownership test, and the officers and directors were captured by the control test even if their equity was below 25%.

One frequently missed point: a non-licensee who serves as a practice administrator or chief financial officer could be a beneficial owner under the substantial control test without owning a single share. The control test had nothing to do with professional licensure.

Who Counted as a Company Applicant?

A company applicant was the individual who directly filed the articles of incorporation, plus any individual primarily responsible for directing or controlling that filing. For a California Professional Accountancy Corporation, that typically meant the attorney or paralegal who filed Form ARTS-PC with the Secretary of State, and the attorney who directed the filing.

Entities that existed before January 1, 2024, never had to report company applicants. Entities formed on or after that date did — and the company applicant information could never be updated, because it was a snapshot of a historical event.

What Information Did the Report Require?

The residential address requirement was the provision that generated the most objection from accountants. A professional with safety concerns about a patient or client had no option to substitute a business address. The one partial workaround was the FinCEN identifier: an individual could register directly with FinCEN, receive a unique number, and give that number to the California Professional Accountancy Corporation to report in place of the underlying personal details.

The deadlines

On top of the initial report, a reporting company had 30 calendar days to file an updated report after any change to previously reported company or beneficial owner information, and 30 calendar days to correct an inaccuracy after becoming aware of it.

For a California Professional Accountancy Corporation, the ongoing updating obligation was the real burden. Admitting a new shareholder, buying out a departing one, promoting an associate to chief operating officer, changing the accounting practice address, a shareholder moving house, a shareholder’s driver’s license being renewed with a new number — each of these started a 30-day clock. A practice that filed once in 2024 and then did nothing was frequently out of compliance by 2025 without realizing it.

The Penalties

Willful failure to report complete or updated information carried a civil penalty of $500 per day of continuing violation as enacted, which FinCEN adjusted for inflation to $591 per day in 2024 and $606 per day in 2025. Criminal penalties ran up to $10,000 and two years’ imprisonment. Liability could reach not only the entity but the individual who caused the failure and senior officers serving at the time.

Those numbers, repeated widely and often without the word “willful,” are why so many accounting practices filed in a hurry. They are also why the question in this article’s title still gets asked — the fear outlasted the rule.

How the Requirement Came Apart

The BOI reporting requirement did not quietly expire. It was litigated into a stalemate and then dismantled by the agency that wrote it. Understanding that sequence matters, because it explains why FinCEN’s current position rests on an exemption rather than on a repeal — and why the statute itself is still on the books.

March 1, 2024 — the first ruling against the CTA. In National Small Business United v. Yellen, the U.S. District Court for the Northern District of Alabama held the CTA unconstitutional as exceeding Congress’s enumerated powers, and enjoined its enforcement against the named plaintiffs and the members of the National Small Business Association. The injunction was narrow. Everyone else still had to file.

December 3, 2024 — a nationwide injunction. In Texas Top Cop Shop, Inc. v. Garland, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction suspending CTA enforcement and staying the January 1, 2025, deadline. For most reporting companies this was the first real pause, and it landed four weeks before the deadline.

December 23 and 26, 2024 — whiplash. A Fifth Circuit motions panel stayed the district court’s injunction, briefly reviving the requirement. FinCEN responded by pushing the deadline from January 1 to January 13, 2025. Three days later, the merits panel vacated the motions panel’s stay to preserve the status quo pending argument. The requirement was off again.

January 7, 2025 — a second nationwide injunction. A different judge in the Eastern District of Texas issued a nationwide injunction in Smith v. U.S. Department of the Treasury, this time staying the effective date of the reporting rule itself rather than enjoining the statute.

January 23, 2025 — the Supreme Court weighs in, narrowly. In McHenry v. Texas Top Cop Shop, Inc., the Supreme Court stayed the first Texas injunction pending the Fifth Circuit’s decision. This was widely misreported as reinstating the requirement. It did not: the Smith injunction was still in place, and FinCEN confirmed on January 24, 2025, that reporting companies “are not currently required to file beneficial ownership information with FinCEN and are not subject to liability if they fail to do so.”

February 17 to 27, 2025 — the last real deadline. The Smith court stayed its own injunction, briefly making reporting mandatory again. FinCEN set a new deadline of March 21, 2025, then announced on February 27 that it would not issue fines or penalties for failure to file by that date while it prepared an interim final rule.

March 2, 2025 — Treasury changes course. The Treasury Department announced it would not enforce any penalties against U.S. citizens, domestic reporting companies, or their beneficial owners, and that it would propose a rule narrowing the requirement to foreign reporting companies. That announcement set up everything that followed.

By that point, no California Professional Accountancy Corporation had faced a legally operative, unstayed filing deadline in months. Many had filed anyway. Many had paid a service or a law firm to do it.

The March 2025 Interim Final Rule — Relief, but Provisional

On March 21, 2025, FinCEN issued an interim final rule, published in the Federal Register on March 26, 2025, at 90 FR 13688 under RIN 1506-AB49. This is the “tentative” ruling referenced in the title of this article, and the word is apt — it was effective immediately, but it was not final.

The interim rule did three things.

First, it rewrote the definition of “reporting company” in 31 C.F.R. § 1010.380 to remove domestic entities entirely. What had been the “domestic reporting company” category became an exemption. A California Professional Accountancy Corporation went from being a reporting company to being categorically exempt — not required to file an initial report, and not required to update or correct any report it had already filed.

Second, it exempted U.S. persons from being reported as beneficial owners of any reporting company, including a foreign one. A U.S.-citizen who held a controlling interest in a foreign-formed entity registered in California no longer had to be identified. And a foreign reporting company whose only beneficial owners were U.S. persons had, in practice, nothing to report about its owners.

Third, it set new deadlines for the foreign entities that remained: those already registered in a U.S. state before March 26, 2025, had until April 25, 2025, and those registering on or after that date had 30 calendar days from receiving notice that their registration was effective.

The scale of the change was dramatic. FinCEN had estimated the original rule reached about 32.6 million existing entities. Its estimate under the interim rule was roughly 12,000.

What made the relief provisional was the procedure. An interim final rule takes effect without the usual notice-and-comment period that precedes a rule, with comments collected afterward. FinCEN opened a comment period that closed on May 27, 2025, and said it intended to issue a final rule later that year. Until that happened, two things remained unsettled: whether FinCEN would keep the exemptions as written, and whether a rule adopted without advance comment would survive a challenge under the Administrative Procedure Act.

That is why careful advisers spent sixteen months telling California accountants that they almost certainly did not need to file, rather than that they definitely did not. The August 2026 final rule is what closed that gap.

The August 2026 Final Rule — What Became Permanent

FinCEN issued its final rule on August 11, 2026. It was published in the Federal Register on August 14, 2026, at 91 FR 52508, titled “Beneficial Ownership Information Reporting Requirement Revision,” RIN 1506-AB67, amending 31 C.F.R. part 1010. It took effect the day it was published.

The final rule adopted the interim rule’s core exemptions without narrowing them, and then went further.

What the Final Rule Kept

“Reporting company” now means only an entity formed under the law of a foreign country that has registered to do business in a U.S. state or tribal jurisdiction by filing with a secretary of state or similar office. Every entity that would have been a domestic reporting company under the original rule is exempt. U.S. persons are not reported as beneficial owners of any reporting company. The foreign-company deadlines from the interim rule were adopted unchanged.

What the Final Rule Added

Four exemptions in the final rule were not in the interim rule:

1. A foreign reporting company no longer reports a U.S. person company applicant — the American attorney or agent who filed its registration paperwork. Under the interim rule, that individual still had to be identified.
2. U.S. person company applicants are relieved of any obligation to update previously provided information.
3. All U.S. persons holding a FinCEN identifier are relieved of the obligation to update or correct the information behind it.
4. Foreign pooled investment vehicles registered in the United States no longer report a controlling U.S. person.

Why FinCEN Says It Has the Authority

This is the part that matters for anyone asking how durable the relief is. FinCEN did not repeal the statute — it cannot. It used the exemptive authority Congress built into the CTA.

For the domestic-entity exemption, FinCEN relied on 31 U.S.C. § 5336(a)(11)(B)(xxiv), which lets the Secretary of the Treasury exempt a class of entities on a written determination, with the written concurrence of the Attorney General and the Secretary of Homeland Security, that reporting would not serve the public interest and would not be highly useful in national security, intelligence, and law enforcement efforts. The final rule confirms that “[t]he Attorney General and the Secretary of Homeland Security concurred in writing.” For the U.S.-person exemptions, FinCEN relied on its general authority under 31 U.S.C. § 5318(a)(7), and for the FinCEN identifier relief on § 5336(b)(4)(A).

The stated reasoning is candid. The rule says the interim rule “relieved U.S. small businesses of burdens imposed by the Reporting Rule, which the Secretary determined were not justified by the usefulness of the reports generated,” and that the objective is “to collect BOI that will comprise a database highly useful to national security, intelligence, law enforcement, federal functional regulators, and financial institutions, while complying with the CTA’s directive to minimize burdens.” Foreign reporting companies were kept in because they “present heightened national security and illicit finance risks.”

FinCEN received 118 comment letters on the interim rule — 40 clearly supportive, 28 strongly opposed, and 50 taking no clear position. Treasury Secretary Scott Bessent called the final rule “a victory for common sense and American small businesses.”

How Permanent is Permanent?

Three developments since the rule issued have strengthened it considerably, though none makes it unchangeable.

First, the constitutional challenges that hung over the CTA for two years are over. On December 16, 2025, the Eleventh Circuit upheld the statute as constitutional in National Small Business United v. U.S. Department of the Treasury, No. 24-10736, holding that the CTA is a valid exercise of the commerce power because corporate formation and maintenance are economic in nature, and rejecting a Fourth Amendment challenge. Then, on October 5, 2026, the Supreme Court denied certiorari in both remaining cases — National Small Business United v. Bessent, No. 25-1201, and Texas Top Cop Shop, Inc. v. Blanche, No. 25-1290, where the petition sought review before judgment. Twenty-five states had filed amicus briefs urging the Court to take the question up.

The practical effect is counterintuitive but important. The CTA stands as constitutional, and the reason California Professional Accountancy Corporations do not file is not that the law was struck down — it is that Treasury chose to exempt them.

Second, FinCEN committed to destroying the data, which is hard to reverse.

Third, no court has enjoined the final rule, and Congress has not acted to override it.

What would change the answer is a future Treasury Department exercising the same exemptive authority in the opposite direction, through a new rulemaking. That is a real possibility over a span of years, and it is the reason this article carries a date. What it is not is a near-term compliance risk: a new rule would require notice, comment, concurrences from two cabinet officers, and a filing deadline set far enough out to be workable.

Who Still has to File a BOI Report?

Only foreign reporting companies. A foreign reporting company is an entity formed under the law of a foreign country — not another U.S. state — that has registered to do business in a U.S. state or tribal jurisdiction by filing a document with a secretary of state or equivalent office.

Two points of vocabulary cause most of the confusion here.

“Foreign” in the CTA means foreign to the United States. In California corporate practice, “foreign corporation” ordinarily means out-of-state — a Nevada or Delaware corporation registered with the California Secretary of State is a “foreign corporation” for purposes of the California Corporations Code. That is not what the CTA means. A Delaware corporation registered in California is a domestic entity under the CTA, because Delaware is in the United States. It is exempt.

Registration, not activity, is the trigger. A foreign entity that sells into California without registering with the Secretary of State is not a reporting company under the rule, because it has not made the qualifying filing.

For the entities that do still file, the deadlines are:

And even these companies report less than they once did. They do not report U.S. person beneficial owners, and they do not report U.S. person company applicants. A foreign reporting company whose beneficial owners are all U.S. persons files a report identifying the company, with no individuals named.

FinCEN’s review of IRS data counted roughly 63,000 possible foreign reporting companies at the end of 2025, and expects a meaningful share of those to qualify for an exemption — about a quarter may meet the large operating company test, and FinCEN identified roughly 18,450 foreign corporations with exemption characteristics.

Could a California Professional Accountancy Corporation Ever be a Reporting Company?

In practice, no.

A California Professional Accountancy Corporation is organized under the Moscone-Knox Professional Corporation Act, California Corporations Code §§ 13400 through 13410, by filing articles of incorporation with the California Secretary of State. It is formed in California. It can never be a foreign reporting company, no matter where its shareholders live or where it also does business. A California Professional Accountancy Corporation that registers to do business in Delaware or Nevada remains a domestic entity and remains exempt.

The mirror-image question — whether an entity formed in another country could render professional services in California through a registered foreign professional corporation — runs into a separate and more fundamental problem for most professions, but California permits a foreign professional corporation to practice accountancy in California.

The one real-world scenario worth flagging: a professional practice with a non-U.S. parent or affiliate in a management or administrative role. If a foreign-formed management company, holding company, or investment vehicle has registered with the California Secretary of State, that entity may be a reporting company even though the California Professional Corporation it supports is not. If your structure includes a non-U.S. entity registered anywhere in the United States, have it reviewed.

What Your California Professional Accountancy Corporation Should Do Now

Find your situation below. In almost every case the answer is “nothing,” and the useful work is cleaning up the compliance habits the old rule created.

Two Things Worth Actively Doing

Stop the calendar reminders, and say why. Practices that built a 30-day BOI update trigger into their corporate calendar should remove it and note the reason and date in the minute book. A successor adviser, a buyer’s counsel in a practice sale, or an auditor who finds an abandoned BOI procedure with no explanation will ask about it. One sentence in the corporate record answers the question permanently.

Watch for BOI filing scams. FinCEN warned repeatedly about fraudulent solicitations during the reporting era, and the rule’s unwinding has not stopped them. Letters and emails that look official, cite the Corporate Transparency Act, quote a per-day penalty, and demand a fee to file on your behalf are still circulating. FinCEN never charged a filing fee and never solicited filings by mail. If your accounting practice receives one of these, it is a scam, and it is now a scam about a requirement that does not exist.

What Happens to the Report You Already Filed

This is the question accountants ask second, and it is the one with the most interesting answer. A licensed professional who uploaded a photograph of their driver’s license and their home address to a federal database in 2024 reasonably wants to know where that information went.

You Cannot Withdraw a Report, and You Do Not Need to Withdraw a Report

There is no withdrawal mechanism in the BOI E-Filing System. There never was. The system was built to accept initial reports, updated reports, and corrected reports — not retractions. Filing an “updated” report to signal that you are now exempt is not the right move either; FinCEN has been explicit that exempt domestic entities have no obligation to report their changed status, and a gratuitous filing simply adds another record.

FinCEN is Deleting Reports, Once, by February 10, 2027

The final rule commits FinCEN to a deletion program, and the details are worth knowing precisely because they are narrower than the headlines suggested. According to the rule, FinCEN “anticipates working with the National Archives and Records Administration (NARA) and implementing a process to delete information about any individuals — company applicants, beneficial owners, or recipients of a FinCEN ID — in the BO IT System who reported an identifying document that FinCEN reasonably believes was provided by a U.S. person.”

Four features of that program matter:

• It identifies U.S. persons by their ID document. FinCEN infers U.S.-person status from the identifying document in the record — typically a U.S. passport or a state-issued driver’s license or identification card. It is an inference drawn from the file, not a verification.
• It is a one-time sweep. FinCEN has committed to completing it by February 10, 2027. There is no ongoing deletion process afterward.
• You do not request it, and you cannot. There is no individual deletion request procedure.
• You will not receive confirmation. FinCEN has said it will not provide deletion confirmations.

So, the honest answer to “is my information gone?” is: it should be, by early 2027, and you will not get a receipt. For the overwhelming majority of California Professional Accountancy Corporations — where every beneficial owner is a U.S. citizen or permanent resident who filed with a California driver’s license or U.S. passport — the records fall squarely inside the deletion criteria.

The BOI Report Information the Purge Does Not Reach

One category of information sits outside the purge. A beneficial owner who filed using a foreign passport is not within the criteria, because the document does not indicate a U.S. person. If your accounting practice has a shareholder, officer, or administrator who is a foreign national and who was reported with a foreign passport, that record may remain.

Does California Have its Own Beneficial Ownership Reporting Law?

Not at present. There is no California beneficial ownership reporting requirement, and nothing on the Statement of Information asks who owns your California Professional Accountancy Corporation.

This is worth stating plainly, because the question comes up constantly in a different form: people assume that because the federal requirement disappeared, California must have filled the gap. It has not — but it came close, and the attempt is instructive.

California SB 1201 (2023–2024 session)

SB 1201 would have created a state analogue to the CTA, and in important respects a broader one. It would have required domestic and foreign corporations, limited liability companies, and real estate investment trusts doing business in California on or after January 1, 2026, to disclose the names and business or residence addresses of their beneficial owners in the biennial Statement of Information filed with the California Secretary of State.

It borrowed the federal definition of beneficial owner: a natural person who exercises substantial control over the entity or owns 25% or more of its equity interests, with substantial control including senior officers, those who can appoint or remove senior officers, and those who direct or have substantial influence over important decisions.

The critical difference from the federal regime was disclosure. FinCEN’s database was never public — access was restricted to authorized government users and, with consent, financial institutions. SB 1201 would have put beneficial ownership information in a filing accessible to the public through the Secretary of State’s online portal.

For a California Professional Accountancy Corporation, that distinction is the whole ballgame. A professional who was uneasy about giving a home address to a restricted federal database would face a categorically different problem if the same information appeared in a searchable public record alongside their practice name.

SB 1201 did not become law. It passed the Senate in 2024 and then failed in the Assembly on June 25, 2024, when a second committee hearing was canceled at the author’s request. Earlier California bills in the same vein — including SB 594 and SB 738 in prior sessions — also did not reach the Governor’s desk.

Other States Have Not All Stood Still

New York enacted the LLC Transparency Act, which took effect January 1, 2026, and requires beneficial ownership reporting to the New York Department of State. Because the New York statute is keyed to the federal definitions, its reporting obligation in practice now reaches only non-U.S. LLCs — the state law narrowed alongside the federal one. It also reaches limited liability companies only, and California does not permit licensed accountants to render professional services through an LLC in the first place, so it has no application to a California Professional Accountancy Corporation.

What to Watch, and What Not to Worry About

The policy argument for a beneficial ownership registry did not disappear when FinCEN’s exemption took effect; it moved to the states. California has an active history of proposing one, a large Secretary of State filing apparatus already collecting information from every corporation, and a legislature that has shown it will legislate in this area.

A renewed California bill is a realistic possibility in a future session. If one passes, it will arrive with an effective date, a filing vehicle you already use — almost certainly the Statement of Information — and months of notice. It is something to follow, not something to prepare for today.

The Obligations that Did Not Go Away

The BOI report was the newest of your compliance obligations and the first to disappear. Every older one survives. This matters more than it sounds, because the BOI episode trained a lot of accountants to think of corporate compliance as a federal matter with a per-day penalty. The obligations that can actually cost you your corporate status or your ability to practice accountancy are state obligations, and they are quieter.

The Three Requirements that Cause the Most Damage

A missed Statement of Information. Failing to file leads to a penalty and, if unresolved, to suspension or forfeiture of corporate powers by the Secretary of State and the Franchise Tax Board. A suspended California Professional Accountancy Corporation cannot lawfully exercise corporate powers — which means contracts, payor agreements, and leases entered into during suspension are exposed, and a practice sale or a lender’s due diligence will stop cold. Unlike the BOI rule, this one has never been enjoined, stayed, or exempted.

A missed § 25102(f) notice. Issuing shares to the licensed accountants who own the accounting practice is a sale of securities under California law. The exemption most professional corporations rely on requires a notice filing with the DFPI within 15 days of the first sale. Practices that formed themselves, or that used a non-attorney formation service, routinely skip it.

Missing shareholder and board meetings. Many California Professional Accountancy Corporations stop governance with an initial meeting of the board of directors. While not filed with any state agency, the annual meeting minutes or consents of shareholders and the board of directors are as important as statement of information filing, and should be completed and housed in the corporate records on an annual basis. Failure to keep such records can lead to the loss of corporate protections otherwise available from a California Professional Accountancy Corporation.

If the end of the BOI requirement prompts a review of anything, this is the list worth reviewing. The federal obligation that generated three years of alerts is gone; the state obligations that can suspend your corporation are still there, and most accounting practices have at least one gap in them.

Key dates

Frequently asked questions

Do California Professional Accountancy Corporations have to file a BOI Report in 2026?

No. FinCEN’s final rule of August 11, 2026, effective August 14, 2026, permanently exempts all entities formed in the United States, including every California Professional Accountancy Corporation, from beneficial ownership information reporting.

Was the Corporate Transparency Act repealed?

No. The statute, 31 U.S.C. § 5336, is still law, and the Eleventh Circuit upheld it as constitutional on December 16, 2025. The Supreme Court denied review of the remaining challenges on October 5, 2026. What eliminated the reporting obligation for domestic companies was a Treasury regulation exercising the exemptive authority Congress wrote into the statute — not a repeal.

I filed a BOI Report in 2024. Do I have to do anything now?

No. You do not withdraw, update, or correct it. If your shareholders, officers, or addresses have changed since you filed, you still file nothing — the 30-day updating obligation no longer applies to exempt domestic entities.

Will FinCEN delete the information I already submitted?

Yes, in most cases. FinCEN has committed to a one-time deletion of information in its BOI IT System that it reasonably believes was provided by a U.S. person, identified by the U.S. passport or state ID in the record, to be completed by February 10, 2027. You cannot request deletion and you will not receive a confirmation. Records filed with a foreign passport are outside the stated criteria.

Does a newly formed California Professional Accountancy Corporation have to file?

No. There is no BOI report at formation and no BOI deadline running from the filing of your articles of incorporation. Your formation obligations — articles, bylaws, organizational resolutions, share issuance, the § 25102(f) notice, your first Statement of Information, licensing board registration, and your EIN — are unchanged.

Do I have to tell FinCEN that my California Professional Accountancy Corporation is now exempt?

No. FinCEN has stated that exempt domestic entities have no obligation to report their change in status. Filing anything to announce the exemption is unnecessary.

Who still has to file a BOI report?

Only foreign reporting companies — entities formed under the law of a foreign country that have registered to do business in a U.S. state or tribal jurisdiction. They file within 30 days of notice that the registration is effective, and they do not report U.S. person beneficial owners or U.S. person company applicants.

My corporation was formed out of state but registered in California. Do I have to file?

No. “Foreign” under the Corporate Transparency Act means foreign to the United States, not out of state. A foreign entity registered in California is domestic for CTA purposes and is exempt.

Does California require beneficial ownership reporting instead?

No. California has no beneficial ownership reporting requirement and the Statement of Information does not ask for owners. SB 1201 would have created one, including public online disclosure, but it failed in June 2024.

Are there still penalties if I never filed a BOI report?

No. The civil penalty of up to $606 per day and criminal exposure of up to $10,000 and two years attached to willful failures to report under a rule that no longer applies to you. Treasury announced non-enforcement against domestic companies on March 2, 2025, the interim rule exempted them on March 21, 2025, and the final rule made that permanent on August 14, 2026.

Should I cancel my BOI monitoring service?

Yes. Recurring BOI monitoring or filing subscriptions sold by registered agents and compliance vendors no longer have anything to monitor for a California Professional Accountancy Corporation.

Could the requirement come back?

In principle, yes — through a future Treasury rulemaking exercising the same exemptive authority in reverse, since the statute remains in force. In practice that would require notice and comment, written concurrence from the Attorney General and the Secretary of Homeland Security, and a workable compliance deadline. A new California state bill is the more plausible near-term development, and California has proposed one before.

The Bottom Line for California Professionals

If you are forming a California Professional Accountancy Corporation today under the Moscone-Knox Act, the BOI Report is not on your list. It should not appear on a formation checklist, in a service provider’s package, or in a quoted fee.

That is a genuine simplification, and it arrived after three years in which the answer changed roughly a dozen times. It is also a narrow one. The reason a California Professional Accountancy Corporation is a good vehicle for a licensed accounting practice has never had much to do with federal reporting. It has to do with liability separation between shareholders, the ability to elect S Corporation treatment, a clean structure for admitting and buying out shareholders, and compliance with the shareholder eligibility and share transfer rules that the Moscone-Knox Act imposes and that your licensing board enforces. None of that changed in August 2026.

What the BOI episode did usefully expose is how many accounting practices had no reliable corporate compliance routine to attach a new obligation to. Practices discovered in 2024 that they did not know who their officers of record were, that their stock ledger was incomplete, that shares had been issued without a § 25102(f) notice, or that a shareholder who left in 2019 was still on file with the Secretary of State. The federal requirement that surfaced those problems is gone. The problems are not.

If you have questions for about whether your California Professional Accountancy Corporation is properly formed and current on its state filings — or about forming one, admitting a shareholder, or buying out a departing one — those are the questions worth a conversation with an experienced California corporate attorney, contact us for a consultation to discuss your California Professional Accountancy Corporation. The BOI report, at long last, is not.

San Diego Corporate Law assists licensed accountants throughout California with the formation, governance, and transfer of California Professional Accountancy Corporations. This article describes federal and California law as of November 5, 2026, and is general information, not legal advice. Rules change; verify current requirements before acting.