March 24, 2025
By: Kevin Levy and Natali Reyes
On March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) issued an interim final rule that removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act (CTA). The interim rule formalizes a move the U.S. Treasury Department previewed earlier this month.
The interim final rule significantly narrows the reporting requirements under the CTA to require only entities previously defined as “foreign reporting companies” to report BOI. It does this in part by providing new exemptions relating to U.S. companies and U.S. persons. As a result, all domestic reporting companies and their beneficial owners are currently exempt from the requirements to file initial BOI reports, or to update or correct previously filed BOI reports.
Foreign reporting companies and their beneficial owners (excluding U.S. persons) are still required to file BOI reports and the interim rule generally extends the reporting deadline for an additional 30 days.
FinCEN will be accepting comments to this interim final rule for 60 days and will then assess the exemptions in light of those comments, and intends to issue a final rule later this year. Furthermore, because the CTA remains the subject of several legal challenges, interested parties should continue to monitor the situation until a final rule has been issued.
Our CTA Committee is available to answer questions and provide compliance guidance. For additional background, please review our prior Insights:
- Corporate Transparency Act Penalties Will Not Be Enforced For Certain Entities
- Corporate Transparency Act Back in Effect
- Corporate Transparency Act Filing Requirements Still in Limbo
- Texas Court Issues Preliminary Injunction Blocking Enforcement of the Corporate Transparency Act Nationwide
- Corporate Transparency Act Filing Deadlines Extended for Hurricane Victims
- Corporate Transparency Act Filing Deadline Fast Approaching for Pre-existing Companies
- Corporate Transparency Act and the End of Hiding in the U.S.
Questions?
Contact GrayRobinson Business Law Section Chair Kevin Levy, Attorney Natali Reyes, or a member of our CTA Committee.