Do You Need to File Under the Corporate Transparency Act? Updated Guidance for 2026

Olivia Ruiz | Feb 09 2026 17:00

If you own a business in the United States, you’ve likely come across discussions about the Corporate Transparency Act (CTA) and wondered whether the rules apply to you. With shifting regulations, legal decisions, and frequent news coverage, it’s no surprise many business owners have found the requirements confusing over the last few years.

As of 2026, major updates to the CTA and Beneficial Ownership Information (BOI) reporting rules have taken effect. The most important change: U.S.-based companies are no longer required to submit BOI reports. Below is a clear breakdown of what this means for your business today and what you should continue watching in case the laws shift again.

What Is the CTA?

The Corporate Transparency Act, passed in 2021 as part of the National Defense Authorization Act, was created to reduce financial crimes like money laundering and tax evasion. The law aimed to accomplish this by requiring businesses to disclose their “beneficial owners”—those who ultimately control or benefit from a company—to the Financial Crimes Enforcement Network (FinCEN), a division of the U.S. Treasury.

These details would be supplied through a Beneficial Ownership Information report. The purpose behind the effort was to make it harder for individuals to hide illegal activity behind anonymous or shell companies.

How Did CTA Requirements Change?

The CTA was originally scheduled to take effect on January 1, 2024, and would have required many small and midsize companies formed in the U.S. to file BOI reports. But several developments—both legal and administrative—dramatically shifted the implementation of the law.

On March 26, 2025, FinCEN released an interim final rule that significantly narrowed which businesses would be considered “reporting companies.” Under this revised definition, all entities created in the United States, along with all U.S. persons, were excluded from filing requirements. This means domestic corporations, LLCs, partnerships, and similar entities are no longer required to submit BOI reports unless they fall under a very limited new category.

Who Still Has to File BOI Reports?

With the current rules in place, only foreign entities registered to conduct business within the U.S. fall under the definition of a “reporting company.” These foreign businesses must still complete BOI reporting.

If your company was formed in the U.S.—including corporations, LLCs, or professional entities—you are not required to file a BOI report. This exemption also includes U.S. citizens and lawful permanent residents, who no longer need to be reported as beneficial owners for foreign companies.

Even businesses that operate internationally or have foreign ownership remain exempt, so long as the company itself was created within the United States.

What If Your Business Filed Before the Rules Changed?

If you submitted a BOI report before FinCEN announced the March 2025 changes, you don’t need to take any action. There is no need to revise, withdraw, or update what you previously filed. FinCEN has confirmed that companies following earlier guidance will not face penalties and are now considered exempt from ongoing reporting requirements.

What Should You Do Now?

Even though U.S.-formed companies no longer need to submit BOI reports, it’s still wise to remain aware of potential future changes. Federal regulations often evolve, and shifts in policy or legal rulings could bring new requirements down the road.

Here are some steps to help keep your business prepared:

  • Maintain internal records of your beneficial owners. Even without a reporting obligation today, this information will be helpful if the requirements return.
  • Monitor updates from FinCEN, or stay in touch with your accountant or attorney. These sources will offer the most accurate and timely guidance on future rule adjustments.
  • If your business works with foreign investors or international partners, consider consulting with a compliance expert. Global relationships can sometimes influence reporting obligations under evolving regulations.
  • Sign up for regulatory alerts from trusted organizations in the legal, tax, or business community. These notices can help you stay ahead of significant policy changes.

Why the CTA Still Matters, Even Without Current Filing Requirements

Although U.S.-based businesses are no longer required to report beneficial ownership details, the broader goals of the CTA remain a priority for federal regulators. Efforts to improve transparency and prevent financial crimes are ongoing, and reporting rules could be reinstated if officials believe exemptions create enforcement challenges.

Staying proactive—even when the requirements are paused—helps ensure your business is ready to adapt quickly if future reporting obligations return. A little preparation now can prevent headaches later.

If you’d like help understanding your obligations or preparing for potential changes in CTA reporting, our team is here to support you. Reach out for guidance tailored to your business structure and compliance needs.