Put a Fork in It – It Appears to be Done – More Changes to the Corporate Transparency Act for Domestic Companies
After an on again off again last several months, it appears that for most companies, the obligation for reporting beneficial ownership information under the Corporate Transparency Act has come to an end. On March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) issued an interim final rule that eliminates reporting requirements for domestic reporting companies. The initial regulations, effective January 1, 2024, mandated that both domestic and foreign reporting companies file beneficial ownership information (BOI) reports with FinCEN.
A press release issued on March 21, 2025 states: “FinCEN revises the definition of “reporting company” in its implementing regulations to mean only those entities that are formed under the law of a foreign country and that have registered to do business in any U.S. State or Tribal jurisdiction by the filing of a document with a secretary of state or similar office (formerly known as “foreign reporting companies”). FinCEN also exempts entities previously known as “domestic reporting companies” from BOI reporting requirements.”
The press release goes on: “[T]hrough this interim final rule, all entities created in the United States — including those previously known as “domestic reporting companies” — and their beneficial owners will be exempt from the requirement to report BOI to FinCEN. Foreign entities that meet the new definition of a “reporting company” and do not qualify for an exemption from the reporting requirements must report their BOI to FinCEN under new deadlines, detailed below. These foreign entities, however, will not be required to report any U.S. persons as beneficial owners, and U.S. persons will not be required to report BOI with respect to any such entity for which they are a beneficial owner.”
Going forward, Reporting Companies registered to do business in the United States before the date of publication of the interim final rule must file their BOI reports no later than 30 days from the date of the interim final rule. Reporting Companies registered to do business in the United States on or after the date of publication of the interim final rule have 30 calendar days to file an initial BOI report after receiving notice that their registration is effective.
Employers and companies with questions about how to comply with the CTA and the new rule should consult with a qualified attorney.
This post is for informational purposes only and not for the purpose of providing legal advice. You should contact an attorney to obtain advice with respect to any particular issue or problem. Nothing herein creates an attorney-client relationship between Hallock & Hallock and the reader.