Today, FinCEN's final rule permanently eliminating beneficial ownership information (BOI) reporting for U.S. companies and U.S. persons under the Corporate Transparency Act takes effect, following its publication in the Federal Register. Treasury Secretary Scott Bessent called it "a victory for common sense and American small businesses." For the millions of domestic entities that spent 2024 and 2025 bracing for CTA compliance, the reporting obligation is now gone for good — not paused, not under appeal, permanently removed.
If this feels like old news, that's because the substance isn't new: FinCEN already exempted U.S. companies from BOI reporting on an interim basis back in March 2025. What changed today is that the interim rule became final. The uncertainty that's hung over the requirement for the past year and a half — will this survive litigation, will a future rule reverse course, will Congress step in — is resolved. Firms and clients can plan around it with confidence.
What the final rule actually changes
- U.S. companies and U.S. persons no longer report BOI to FinCEN, period. The final rule locks in the March 2025 interim exemptions rather than just extending them.
- U.S. persons who already obtained a FinCEN ID don't have to update or correct that information going forward. That ongoing maintenance obligation is gone too.
- Foreign companies registered to do business in the U.S. no longer have to report on their U.S.-person "company applicants" — the individuals who helped them register — and those individuals no longer have to provide that information.
- Foreign pooled investment vehicles registered in the U.S. are exempt from reporting the BOI of a U.S. person who controls the vehicle.
- FinCEN will delete previously submitted information tied to U.S. persons — anything linked to a U.S. passport or driver's license — from the BOI database entirely.
What's still required
This isn't a full repeal of the Corporate Transparency Act's reporting regime. Foreign entities that are reporting companies still have to report beneficial ownership information for their foreign individual beneficial owners. If your firm advises foreign issuers, foreign-domiciled funds, or other entities that register to do business in the U.S., that piece of the CTA framework is still live and still needs to be tracked.
Don't confuse this with your CDD Rule obligations
This is the distinction we're seeing the most confusion about already, and it's worth being explicit: today's rule change is about reporting to FinCEN's BOI registry under the Corporate Transparency Act. It has no effect on the separate Customer Due Diligence (CDD) Rule obligation that broker-dealers, banks, and other covered financial institutions have to collect beneficial ownership certifications directly from legal entity customers at account opening. That requirement — 31 CFR 1010.230 — stands exactly as it did yesterday. If any part of your onboarding or AML program treated CTA reporting and CDD-Rule beneficial ownership collection as the same obligation, today is a good day to make sure the distinction is documented clearly in your WSPs, because examiners will draw it even if a form vendor's marketing didn't.
How Compliers Can Help
We're already helping clients update WSP language that referenced the old "interim" CTA exemption, and separately confirming their account-opening CDD procedures weren't quietly leaning on CTA reporting as a substitute for their own beneficial ownership certification collection. See our AML, 3120 & Branch Audits page for how we support AML program testing and supervisory reviews like this.
What to do this week
Three practical steps worth taking now: update any WSP or compliance manual language that still describes CTA/BOI reporting as an "interim" exemption rather than a permanent one; if your firm had been sending clients reminders or guidance about upcoming BOI filing deadlines, stand those down and consider a follow-up note so clients don't keep worrying about a deadline that no longer exists; and confirm your CDD Rule beneficial ownership certification process at account opening is documented as its own independent control, not something that was ever meant to lean on CTA registry reporting.