Information and guidance regarding Beneficial Ownership Information Reporting under the Corporate Transparency Act. Click here for the latest updates.
The Corporate Transparency Act (CTA) went into effect on January 1, 2024, requiring more than 30 million US and foreign entities to report information about their owners to FinCEN, a bureau of the US Treasury Department. While public companies, regulated entities, and charitable institutions were largely exempt, most private companies, including many startup companies, fell within the reporting mandate. The goal of this new mandate was to discourage money laundering and other financial crimes that benefit from anonymity.
Entities were to comply by filing “Beneficial Ownership Information” (BOI) reports online, disclosing key identifying information not only about the entity but also about certain individuals who own and control the entity. Determining which individuals to report will be a simple matter for many covered entities but quite complex for other entities, depending on the number and nature of the owners and controlling persons. Individuals may opt to limit the circulation of their personal information by obtaining a FinCEN ID.
The CTA mandates were the subject of several conflicting rulings in US courts, some holding the Act unconstitutional and some upholding the Act.
On March 2, 2025, Treasury announced a dramatic “about face” in regulatory policy, and on March 21, 2025, FinCEN issued an amended rule that terminates BOI reporting obligations for all US-formed entities. Now only foreign entities remain obligated to file BOI reports.
Latest Updates from Verrill:
- No Need to Report That Your Domestic Entity is Now Exempt from BOI Reporting Requirements (July 9, 2025)
- It’s Official: All U.S. Entities Excluded from Filing Obligations Under the Corporate Transparency Act (March 21, 2025)
- Indefinite Suspension of CTA Filing Obligations (For Now) (March 12, 2025)
- FinCEN Signals Further Suspension of Deadlines (February 28, 2025)
- Filing Obligations Reimposed!! Status of CTA Reporting Rule as of February 19, 2025
- Status of CTA Reporting Rule as of January 24, 2025
- CTA Filing Obligations Have Been Reinstated—January 1, 2025 Deadline Pushed to January 13 for Most
- CTA Filing Deadlines Suspended (For Now)
- CTA Check-in (October 9, 2024)
- Assessing Your CTA Status: Five Suggested Steps
- Constitutional challenge to the CTA
Verrill Resources:
- Filing a BOI Report Online: A Step-by-Step Guide
- Corporate Transparency Act—Overview and Initial Steps to Be Taken
- How the CTA Affects Startup Companies
- Determining Whether Your Entity is a Reporting Company: Selected Issues
- Who Must Be Reported as Beneficial Owners of a Reporting Company?
- Corporate Transparency Act—Considerations Affecting Entities That Are Exempt or Excluded from Reporting Company Status
