On March 26, 2025, the U.S. Department of Treasury published the Financial Crimes Enforcement Network’s (FinCEN) interim final rule (Interim Final Rule) which narrowed the scope of beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA). The key takeaway of the Interim Final Rule is that it removed domestic reporting companies, defined as those formed in the U.S., from the definition of a reporting company. As such, only foreign reporting companies, defined as those formed under the laws of a foreign country but registered to do business in the U.S., are required to report BOI to FinCEN. That said, under the Interim Final Rule, U.S. persons who are beneficial owners of a foreign reporting company are not required to report BOI.

FinCEN requested public comments to the Interim Final Rule which comment period ended on May 27, 2025. FinCEN must now assess whether it will amend the Interim Final Rule in light of the comments received and is expected to issue a final rule before the end of the year. Until FinCEN issues a final rule, the Interim Final Rule remains in effect.