FinCEN Removes BOI Reporting Requirements for US Companies and US Persons
On March 21, 2025, the Financial Crimes Enforcement Network (FinCEN) issued the interim final rule that will significantly relieve businesses across the United States. In a surprising move, FinCEN has completely removed the beneficial ownership information (BOI) reporting requirements for US companies and persons.
Key Changes to the Corporate Transparency Act
On March 21, 2025, FinCEN issued an interim final rule that removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI). This decision follows the U.S. Department of the Treasury’s March 2, 2025, announcement suspending enforcement of the CTA for domestic entities.
The interim final rule redefines “reporting company” to include only entities formed under the laws of a foreign country that have registered to do business in any U.S. state or tribal jurisdiction. Consequently, all entities created in the United States, previously known as “domestic reporting companies,” and their beneficial owners are now exempt from BOI reporting requirements.
Implications for U.S. Businesses and Real Estate Investors
For U.S.-based real estate investors and other domestic businesses, this change alleviates the compliance burden associated with BOI reporting. Companies no longer need to file or update BOI reports with FinCEN, allowing them to focus more on their core operations without the added administrative tasks.
It’s important to note that while domestic entities are exempt, foreign entities that meet the new definition of a “reporting company” and do not qualify for an exemption must still file BOI reports. For those registered to do business in the U.S. before the interim final rule’s publication, the deadline to file BOI reports is April 25, 2025.
Ongoing Developments and Considerations
FinCEN is accepting public comments on the interim final rule and intends to issue a final rule later in 2025. This suggests that further changes could occur, and it’s advisable for businesses to stay informed about potential updates to the CTA and its enforcement.
While the removal of BOI reporting requirements reduces certain regulatory obligations, it’s essential for businesses to continue adhering to other relevant federal, state, and local regulations. Maintaining compliance in all areas remains crucial to avoid legal complications.
Conclusion
The recent changes to the Corporate Transparency Act represent a significant shift in regulatory requirements for U.S. companies and individuals. By eliminating the BOI reporting obligations for domestic entities, FinCEN aims to reduce regulatory burdens on American businesses. However, given the evolving nature of these regulations, it’s important for business owners and real estate investors to stay informed and consult with legal professionals to ensure ongoing compliance.
If you have questions about how these changes affect your business or need assistance navigating the current regulatory landscape, please contact our office. Our experienced attorneys are here to help you understand and comply with the latest legal requirements.