After nearly two years of changing deadlines, court rulings, and regulatory developments, the Corporate Transparency Act (“CTA”) roller coaster has finally come to a halt for U.S. companies and U.S. persons.

On August 11, 2026, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) issued a final rule making permanent the beneficial ownership information (“BOI”) reporting exemptions first established in its March 2025 interim final rule. Under the final rule, U.S. companies and U.S. persons are permanently exempt from requirements to report BOI to FinCEN under the CTA. FinCEN also announced that it will delete previously reported information concerning U.S. persons from its BOI database. The final rule will become effective upon publication in the Federal Register.

What Changed?

The final rule largely adopts the exemptions established by FinCEN’s March 2025 interim final rule, while providing additional relief for U.S. persons. Specifically, the final rule:

• Makes the U.S. Company Exemption Permanent: U.S. companies are permanently exempt from BOI reporting requirements, including requirements to file initial BOI reports or update or correct previously filed reports.

• Eliminates Reporting of U.S. Person Company Applicants: Foreign reporting companies are no longer required to report BOI for U.S. person “company applicants,” including individuals who helped those foreign companies register to do business in the United States. U.S. person company applicants are also no longer required to provide their BOI to a foreign reporting company for submission to FinCEN.

• Eliminates FinCEN ID Update Requirements for U.S. Persons: U.S. persons who previously obtained a FinCEN identifier (“FinCEN ID”) are no longer required to update or correct the information they provided to obtain their FinCEN IDs.

• Confirms the Exemption for Foreign Pooled Investment Vehicles: Foreign pooled investment vehicles registered in the United States are not required to report BOI for U.S. persons who exercise substantial control over the entity.

• Deletes Previously Reported Information for U.S. Persons: FinCEN will delete previously reported information concerning individuals it reasonably believes are U.S. persons, including information concerning beneficial owners, company applicants, and FinCEN ID holders.

Who Still Has to Report?

Certain foreign entities registered to do business in the United States remain subject to the CTA’s BOI reporting requirements.

Under 31 C.F.R. § 1010.380(c)(1), a “reporting company” is an entity that is “formed under the law of a foreign country” and “registered to do business in any State or Tribal jurisdiction by the filing of a document with a secretary of state or any similar office under the law of a State or Indian tribe.” Foreign entities that meet this definition and do not otherwise qualify for an exemption must continue to report BOI to FinCEN. However, they are not required to report BOI for U.S. persons who are beneficial owners or company applicants. Foreign reporting companies are generally required to report BOI only for foreign individuals.

For foreign entities that remain subject to BOI reporting, the existing filing deadlines continue to apply. A foreign entity that becomes a reporting company must file its initial BOI report within 30 calendar days of the earlier of the date it receives actual notice that it has been registered to do business or the date that a secretary of state or similar office first provides public notice of its registration. Required updates and corrections to BOI reports are also generally due within 30 days.

Looking Ahead

Although the final rule does not repeal the CTA, it significantly narrows its application. For U.S. companies and U.S. persons, the exemptions first established in March 2025 are now permanent. Certain foreign entities registered to do business in the United States, however, remain subject to the CTA’s BOI reporting requirements.

FinCEN has also issued Frequently Asked Questions addressing the final rule and will continue updating its guidance on FinCEN.gov to reflect these changes.

If you have questions about how the final rule affects your business or whether your entity remains subject to CTA reporting requirements, please contact the Bailey Glasser CTA team at CTA@baileyglasser.com and Paul-Kalvin Collins – pcollins@baileyglasser.com

Read our previous CTA Client Alerts here:

March 26, 2025: BOI Reporting Dropped for U.S. Entities; 30-day Extension for Foreign Companies

March 13, 2025: Treasury Suspends CTA Enforcement for U.S. Citizens & Domestic Companies

March 4, 2025: CTA Whiplash: FinCEN Pumps the Brakes on Enforcement—What’s Next?

February 21, 2025: CTA Springs Back into Action - New BOI Report Filing Deadline Set for March 21, 2025

February 11, 2025: The Roller Coaster Ride Continues: CTA Reporting Obligations Still on Hold Despite Supreme Court Ruling

December 10, 2024: UPDATE: FinCEN Responds to Nationwide Preliminary Injunction of CTA Enforcement

December 5, 2024: Client Alert: Holiday Surprise: Nationwide Injunction Halts Corporate Transparency Act Enforcement