On August 11, 2026, the Financial Crimes Enforcement Network (FinCEN) announced a final rule permanently removing 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 rule went into effect on August 14, 2026.
Under the CTA’s original reporting requirements, reporting companies were broadly required to provide certain identifying information regarding the company and its beneficial owners to FinCEN by filing a BOI report, along with mandatory updated BOI reports following certain changes to previously reported information.
In March 2025, FinCEN issued an interim final rule that substantially narrowed the scope of the CTA’s BOI reporting requirements. Under the interim final rule, FinCEN revised the definition of “reporting company” to mean only entities that were formed under the laws of a foreign country and registered to do business in the United States, effectively exempting U.S. companies and U.S. persons from the requirement to report BOI to FinCEN. The final rule makes these changes permanent. As a result of the final rule:
- U.S. companies are permanently exempt from FinCEN’s BOI reporting requirements under the CTA;
- U.S. persons are not required to report BOI to FinCEN or to reporting companies;
- Foreign reporting companies are not required to report BOI concerning U.S. persons, even if they are beneficial owners or company applicants;
- U.S. persons who obtained a FinCEN Identifier are no longer required to update or correct the information previously submitted to FinCEN in connection with that identifier; and
- Foreign entities that are registered to do business in the U.S. and qualify as reporting companies remain subject to BOI reporting requirements with respect to their beneficial owners and company applicants who are not U.S. persons.
In addition to these changes, FinCEN has announced that it will delete information it reasonably believes was provided by U.S. persons from its database and that it will work with the National Archives and Records Administration to ensure that the deletion process complies with applicable federal records laws.
As always, if you have questions regarding the Corporate Transparency Act or the new final rule, please do not hesitate to contact us to speak with an attorney.
