On March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) published an interim final rule that exempts all entities created in the United States — including those previously known as “domestic reporting companies” — and their beneficial owners from the requirement to report beneficial ownership information to FinCEN. This effectively eliminates reporting requirements for the vast majority of those previously qualified as “reporting companies.”
Reporting obligations still apply to foreign reporting companies – legal entities formed under the law of a foreign country that have registered to do business in any U.S. State by the filing of a document with a secretary of state or any similar office of a U.S. State. However, the rules provides that foreign reporting companies, and their U.S. person beneficial owners, are exempt from the requirement to provide the BOI of any U.S. persons who are beneficial owners of the foreign reporting company. Existing foreign companies that must report their beneficial ownership information now have an additional 30 days from the date of publication of the interim final rule to file.
FinCEN will accept comments on the interim final rule for 60 days and intends to issue a final rule this year. Fox Swibel will continue to monitor updates on CTA enforcement. If you have any questions about the CTA and this development, please contact David Morris ([email protected]) or Marcus Lind-Martinez ([email protected]). Thank you.
This article contains material of general interest and should not be construed as legal advice or a legal opinion on any specific facts or circumstances. Under applicable rules of professional conduct, this content may be regarded as attorney advertising.