Corporate Transparency Act (CTA) & Beneficial Ownership Information (BOI) Reporting: What Businesses Need to Know in 2026
- SingleFile
- 5 days ago
- 4 min read
The Corporate Transparency Act (CTA) has undergone significant shifts since it first went into effect on January 1, 2024. Most recently on March 26, 2025, the Financial Crimes Enforcement Network (FinCEN) published new guidance in an Interim Final Rule (IFR), stating who must report beneficial ownership information (BOI).
Under the IFR, only reporting companies formed under the laws of a foreign country are required to file BOI reports with FinCEN. Entities formed in the U.S. and U.S. persons (including those associated with non-U.S. entities) are exempt from federal BOI reporting obligations.
The IFR update reshapes how businesses should think about transparency and compliance — and makes understanding the difference between federal and state-level reporting more important than ever.
What the Corporate Transparency Act was designed to do
The CTA was enacted to combat financial crimes, money laundering, and the use of anonymous entities for illicit purposes. It requires certain companies to report who owns and controls them through a Beneficial Ownership Information Report (BOIR) filed with FinCEN.
Originally, the law applied to most U.S. corporations, LLCs, and other legal entities — unless they met one of 23 exemptions (such as being a large operating company or regulated financial institution).
The broad scope of the original legislation has now changed dramatically.
What changed in 2025
On March 26, 2025, FinCEN published an Interim Final Rule (IFR) that removed reporting companies formed in the U.S. and U.S. persons from CTA filing requirements.
The agency clarified that only reporting companies formed under the laws of a foreign country and registered to do business within the United States are required to submit BOI reports under the current federal rule.
FinCEN also announced:
Entities formed in the U.S. are no longer required to file BOI reports.
No enforcement actions will be taken against U.S. companies that do not file.
The deadline for non-U.S. reporting companies that are newly registered to do business in the U.S. is thirty days from the date of notice of such registration.
This change followed months of legal challenges and the start of a new administration with a strong de-regulatory agenda. As a result, FinCEN narrowed the CTA’s scope while maintaining its core transparency objectives for non-U.S. entities operating in the U.S.
Who must file under the CTA now
The IFR states that only “foreign reporting companies” are subject to BOI filing requirements and defines them as:
Any entity formed under the laws of a foreign country that has registered to do business in any U.S. state or tribal jurisdiction by filing a document with a Secretary of State (or equivalent).
These entities typically include:
Overseas parent companies with a U.S. branch registration
Non-U.S. holding companies that have registered to transact business in a state
Foreign entities maintaining property or operations in the U.S.
If your organization fits this profile, you remain obligated to comply with FinCEN’s BOI reporting requirements.
What information must be reported
Foreign reporting companies must provide FinCEN with:
Entity details: legal name, trade names (DBAs), principal business address, jurisdiction of formation, and U.S. registration jurisdiction
Beneficial owner information:
Full legal name
Date of birth
Residential address
An identifying document number (e.g., passport or government ID) and issuing jurisdiction
Company applicant information (for entities registered after CTA’s effective date)
Reports must also be updated within 30 days if ownership or control information changes.
Filing process and deadlines
BOI reports are submitted through FinCEN’s BOI e-Filing System — a secure online portal designed for compliance submissions.
Key timing updates (per the IFR):
Foreign reporting companies registered before March 26, 2025: April 25, 2025
Foreign reporting companies registered after March 26, 2025: Must file within 30 days of registration .
U.S. entities: No filing required.
FinCEN has indicated that additional clarification and technical updates will follow in subsequent rulemakings.
Common misconceptions after the 2025 rule change
“I no longer need to track ownership data.”
Even if CTA reporting doesn’t currently apply, maintaining clear ownership records is still best practice — especially with overlapping state-level requirements (e.g. DC) and possible future rule changes with the CTA.
“No filings mean no compliance risk.”
Incorrect. State-level obligations (DC, potential CTA rule revisions, and other transparency laws) still require preparation and documentation.
“We can wait until later to prepare.”
Centralizing ownership and entity data now makes it easier to adapt when new rules take effect.
How SingleFile supports BOI and transparency compliance
Whether you’re filing federally as a foreign reporting company or preparing for state-level transparency requirements, SingleFile helps keep ownership and compliance information organized.
With SingleFile, you can:
Collect and manage beneficial ownership data securely for all entities.
File BOI reports for qualifying foreign reporting companies through our BOI Filing Service.
Maintain records of ownership and control to prepare for state-level filings like New York’s LLCTA.
Store confirmations and supporting documents alongside your registered agent and entity management data.
Ensure consistency across multi-state and federal reporting obligations.
SingleFile provides the tools and organization you need to handle both current and emerging transparency requirements.
Bottom line
The Corporate Transparency Act remains in effect, but it currently applies only to reporting companies that were formed under the law of a foreign country and registered to do business in the U.S.. Domestic entities are now exempt under FinCEN’s Interim Final Rule, though state-level transparency laws may fill that gap.
The key to staying compliant is preparedness: keeping ownership data current, documentation organized, and filings centralized.
Ready to simplify your compliance filings?
See how SingleFile’s automated platform helps businesses stay compliant in every state — without the headaches. Request a Demo today and experience compliance done right.
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