Final rule will eliminate BOI reporting for US entities

The Financial Crimes Enforcement Network (FinCEN) will issue a final rule (RIN 1506-AB67) that permanently removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act, Title 64 of P.L. 116-283, Treasury said Tuesday in a news release.

The final rule is effective once published in the Federal Register. FinCEN also will delete previously reported information by U.S. persons — now exempt from the reporting requirements — from the BOI database, the release said.

The final rule:

• Adopts the exemptions set out in the interim final rule issued in March 2025, making the rollback of beneficial ownership reporting by U.S. companies permanent;
• Exempts U.S. persons who have obtained FinCEN IDs from any obligation to update or correct the information they originally provided to FinCEN to obtain the FinCEN IDs;
• Eliminates the requirement for foreign companies to report U.S. person “company applicants” (e.g., the individuals who helped those foreign companies register to do business in the United States);
• Exempts foreign pooled investment vehicles registered in the United States from reporting the beneficial ownership information of a U.S. person in control of the investment vehicle; and
• Confirms that FinCEN will delete information about any individuals — company applicants, beneficial owners, or recipients of a FinCEN ID — that FinCEN reasonably believes is a U.S. person (e.g., the information is linked to a U.S. passport or U.S. driver’s license).

Under the final rule, foreign entities that are reporting companies will still be required to report beneficial ownership information for foreign individuals. 

In addition to the final rule, FinCEN has issued FAQs and will update guidance on FinCEN.gov to reflect the final rule. The AICPA also has posted BOI resources.

— To comment on this article or to suggest an idea for another article, contact Martha Waggoner at Martha.Waggoner@aicpa-cima.com.