Treasury Department Eliminates BOI Reporting Requirements for U.S. Companies & Citizens

This past Friday evening (March 21, 2025), the Financial Crimes Enforcement Network (FinCEN) issued an interim final rule, which removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) under the Corporate Transparency Act (CTA).

FinCEN’s final interim rule drastically narrows the original scope of the CTA, and removes the burden on U.S. companies and individuals from having to file a BOI report.
U.S. owned companies are no longer obligated to file a BOI report.
A U.S. citizen who is a beneficial owner of a foreign entity, does not have to file a BOI report.
A foreign entity that has a U.S. citizen as a beneficial owner, does not have to report the name of that U.S. citizen on their BOI report.

The original version of the CTA stated that any entity that qualifies as a “reporting company” is obligated to file a BOI report.
Under FinCEN’s new “interim final rule” – any entity that qualifies as a “reporting company” must still file a BOI report. However, there is a new definition for what qualifies as a “reporting company.”
Under FinCEN’s new “interim final rule” a reporting company is now defined as “only those entities that are formed under the law of a foreign country and that have registered to do business in any U.S. State or Tribal jurisdiction by the filing of a document with a secretary of state or similar office.“

The status of the CTA rapidly changed over the course of the past year. Various court rulings continuously altered FinCEN’s ability to enforce the CTA.
FinCEN’s new “interim final rule” may bring an end to the carousel of changes regarding the status of the CTA.
FinCEN is currently accepting comments on this interim final rule and intends to finalize the rule later this year.

New York State has a law in place, the New York LLC Transparency Act (NYLTA), which places reporting requirements on businesses that are similar to the original version of the CTA.
At this time, FinCEN’s new “interim final rule” has no impact on the obligations to file a BOI report, that have been set in place by the NYLTA.
The reporting deadline for the NYLTA is January 1, 2026.
Click here to learn more about the NYLTA and if your business is obligated to file a BOI report under New York State’s law.

Lipsitz Green Scime Cambria will continue to closely monitor additional actions regarding the CTA, and alert you of any changes to the status of the law.
If you have any questions on the latest status of the CTA or FinCEN’s new “interim final rule”, please contact a member of Lipsitz Green Scime Cambria’s Corporate Law Practice Group.