FinCEN Final Rule Permanently Exempts US Companies From Beneficial Ownership Reporting Under Corporate Transparency Act

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On August 11, the Financial Crimes Enforcement Network announced a final rule permanently exempting US companies and US persons from beneficial ownership information reporting requirements.

The rule falls under the Corporate Transparency Act, which had previously required a wide range of businesses to disclose their beneficial owners to federal authorities.

The final rule is scheduled for publication in the Federal Register on August 14, 2026, and will take effect upon that publication date.

The new rule adopts exemptions first introduced through FinCEN’s March 2025 interim final rule, substantially narrowing the scope of the CTA reporting regime across the board.

Under the final rule, US-formed entities and US persons are no longer required to submit beneficial ownership information to FinCEN under any circumstances.

Foreign reporting companies are also no longer required to report US person company applicants or US person beneficial owners as part of their filings.

However, BOI reporting requirements continue to apply to foreign beneficial owners, meaning international entities with US operations are not entirely free from obligations.

FinCEN has also confirmed it will delete previously submitted information concerning domestic entities and individuals it reasonably believes are US persons, providing some retroactive relief.

Certain foreign companies that are registered to do business in the United States remain subject to BOI reporting requirements despite the broader exemptions granted under the rule.

The rule was authored by A.J. S. Dhaliwal and Mehul N. Madia of Sheppard, Mullin, Richter and Hampton LLP, writing for the firm’s Consumer Finance and Fintech Blog.

The lawyers noted that while the final rule substantially reduces CTA compliance obligations for domestic businesses, it does not eliminate financial institutions’ separate customer due diligence and other anti-money laundering obligations.

Compliance professionals and in-house legal teams at financial institutions should therefore review their existing due diligence frameworks to ensure they remain aligned with separate regulatory obligations.

The permanent exemption marks a significant shift in federal policy toward domestic business transparency, rolling back a reporting regime that had generated considerable compliance costs since its introduction.