May 11th, 2025
As part of ongoing efforts to combat illicit financial activities, the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) has implemented the Corporate Transparency Act (CTA), requiring certain entities to disclose their beneficial ownership information (BOI).
In a notable policy shift, the Financial Crimes Enforcement Network (FinCEN) has exempted all U.S. formed entities, including corporations, limited liability companies (LLCs), and certain partnerships from the requirement to report beneficial ownership information. This change was formalized through an interim final rule published on March 26, 2025, which redefined “reporting company” to include only foreign entities registered to do business in the U.S. Consequently, U.S. persons are no longer obligated to disclose their ownership interests in these entities.
Foreign entities that meet the revised definition of a “reporting company” are still required to file beneficial ownership information with FinCEN. The deadlines for compliance are as follows:
- Entities registered before March 26, 2025: Must submit their reports by April 25, 2025.
- Entities registered on or after March 26, 2025: Must file within 30 calendar days after receiving notice that their registration is effective.
These reports must include details such as the entity’s legal name, jurisdiction of formation, and the full legal names, dates of birth, addresses, and unique identifying numbers (e.g., passport or driver’s license numbers) of beneficial owners.
Entities required to report can do so through FinCEN’s secure e-filing system at: FinCEN.gov. The filing process is free of charge. It’s essential to ensure that all information is accurate and up to date to avoid potential penalties.
For the most current information and guidance on the BOIR rules, businesses should regularly consult FinCEN’s official website and consider seeking legal counsel to ensure full compliance.