On March 21, 2025, FinCEN issued a final interim rule removing the requirement for U.S. companies and U.S. persons to report beneficial ownership information (“BOI”) to FinCEN under the Corporate Transparency Act. In that interim final rule, FinCEN revised the definition of “Reporting Company” to mean only those entities formed under the laws of a foreign country that have registered to do business in any U.S. state or Tribal jurisdiction by the filing of a document with the secretary or state or similar office that do not otherwise qualify for exemption under the CTA.
In addition, foreign reporting companies are not required to report the BOI of any U.S. persons who have ownership or exercise substantial control in the foreign reporting company. Foreign reporting companies (not otherwise exempt) must file their BOI reports (excluding BOI of any U.S. persons) within 30 calendar days of the date of publication of the interim final rule in the Code of Federal Regulations.
FinCEN has otherwise exempted all domestic reporting companies from the BOI requirements of the CTA.
FinCEN is currently accepting comments and plans to finalize the rule later this year.