The Treasury Department's Financial Crimes Enforcement Network (FinCEN) has issued a final rule permanently eliminating the requirement for U.S. companies and persons to report beneficial ownership information under the Corporate Transparency Act, and will delete previously submitted data on now-exempt U.S. persons from its database.
This makes permanent an interim rule from March 2025 that had already suspended enforcement against domestic businesses following court challenges and industry pressure, including from groups like the AICPA.
The CTA, enacted under the 2021 National Defense Authorization Act, was designed to combat money laundering, fraud, and terrorism financing by anonymous shell companies. It faced sustained legal and industry opposition; some groups pushed only to limit it to foreign companies, while others wanted existing reports deleted entirely.
Key provisions of the final rule:
§ Makes the March 2025 exemptions permanent, ending beneficial ownership reporting for U.S. companies.
§ Exempts U.S. persons with FinCEN IDs from updating their original information.
§ Removes the requirement for foreign companies to report U.S. "company applicants."
§ Exempts U.S.-registered foreign pooled investment vehicles from reporting the U.S. person controlling them.
§ Confirms FinCEN will delete data reasonably believed to belong to U.S. individuals.
Foreign reporting companies must still disclose beneficial ownership for foreign individuals. For more information, please see the U.S. Treasury's press release
As a reminder, Hood & Strong LLP is not a service provider for BOI reporting.
