The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) announced, on March 21, 2025, that it issued an interim final rule that removes the requirements for U.S. companies and U.S. persons to report beneficial ownership information (BOI) under the Corporate Transparency Act (CTA).
The interim final rule narrows the existing BOI reporting requirements by revising the definition of “reporting company” (i.e., companies required to file BOI reports) to include only “foreign reporting companies” (i.e., companies formed outside of a US state or tribal territory but that are registered to do business in the United States). As a result, domestic reporting companies (i.e., companies formed in a US state or tribal territory) are now exempted from the BOI reporting requirements pursuant to the CTA. The rule also provides foreign reporting companies with exemptions from reporting any U.S. persons who are beneficial owners of the foreign reporting company.
Foreign reporting companies that are registered to do business in the United States must file BOI reports with FinCEN within 30 days from the date of the rule’s publication in the Federal Register on March 26, 2025. If foreign reporting companies are registered to do business in the United States on or after the date of publication, they must submit BOI reports within 30 days after receiving notice of the effectiveness of their registration.
Please see our prior CTA-related client alerts here and here for additional information about the filing requirements and the applicable exceptions.
