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On March 26, 2025, the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN) published an interim final rule regarding the Corporate Transparency Act that limits the definition of “reporting company” to include only entities created under the law of a foreign country that are registered to do business in the United States. Under the new rule, businesses formed in the United States do not need to file Beneficial Ownership Information (BOI) reports.

Updated Deadlines for Foreign Entities

Foreign entities meeting the new “reporting company” definition must comply with revised deadlines:

• Existing Foreign Entities: Those foreign entities that registered to do business in the United States before March 26, 2025, must file BOI reports no later than April 25, 2025.
• New Foreign Entities: Foreign entities registering on or after March 26, 2025, have 30 days from the effective date of their registration to file an initial BOI report.

Solicitation of Public Comments

FinCEN is accepting public comments on this interim final rule. The rule could change in response to such comments, but FinCEN plans to have a final rule in place within the year.

FinCEN has not provided any indication what will be done with the data it received from entities that had already filed before these changes occurred.

For detailed information, the full text of the rule is here (FinCEN interim final rule, PDF).