UPDATE: On August 11, 2026, the Financial Crimes Enforcement Network issued a Final Rule permanently exempting U.S. companies and U.S. individuals from Beneficial Ownership Information (“BOI”) reporting requirements under the Corporate Transparency Act, finalizing the exemptions first implemented through FinCEN’s March 2025 Interim Final Rule. Foreign reporting companies remain subject to BOI reporting requirements but generally must report only foreign beneficial owners. For additional information, please view our latest alert here.
On March 21, 2025, the Financial Crimes Enforcement Network (“FinCEN”) issued an Interim Final Rule (the “Interim Rule”) removing Beneficial Ownership Information Reporting (“BOIR”) requirements for U.S. companies and U.S. individuals under the Corporate Transparency Act (the “Act”). The Interim Rule exempts domestic reporting companies, which are any entities formed in a U.S. state or territory, from having to file BOIRs. The Interim Rule maintains that foreign reporting companies, which are entities formed in a non-U.S. jurisdiction that qualify to do business in a U.S. state or territory, must file BOIRs for non-U.S. individuals who are beneficial owners of the foreign reporting company within 30 days from the date of the Interim Rule’s publication.
This action follows several legal challenges to the Act’s reporting requirement as well as FinCEN’s and the Department of the Treasury’s earlier announcements that they would not impose penalties on U.S. citizens and domestic Reporting Companies. To read more on the Treasury’s announcement, view our previous alert here.
The Interim Rule effectively narrows the Act’s application to non-U.S. entities and persons. Under the Interim Rule, entities formed in the U.S. no longer have any legal obligation to file BOIRs and will remain in full compliance with federal law even if they failed to file a BOIR prior to March 21. FinCEN is accepting public comments on the Interim Rule with the intention of finalizing it later this year.
Barley Snyder will continue to follow the Act and all relevant legislative developments closely and provide timely updates as new information is released. If you have any questions regarding this announcement or the Act generally, please contact Dan Desmond, Anthony Austin, Charmaine Nyman or any member of Barley Snyder’s Business Practice Group.
