March 21, 2025 - United States "Domestic" Companies Do NOT Have to File a BOI Report

March 21, 2025 - United States "Domestic" Companies Do NOT Have to File a BOI Report

MORGAN Wyatt


HELPING SMALL BUSINESSES 

Create A Legacy

We take care of the black and white and let you focus on the color of your legacy. Let us build a roadmap to help you navigate through every stage of your business with confidence.
— Lisa Whitman

FOUNDER & LAWYER


PRESS RELEASE - MARCH 21, 2025

On March 21, 2025 the Financial Crimes Enforcement Network (FinCEN) announced that, consistent with the Department of the Treasury’s March 2, 2025, announcement, that it is issuing an interim final rule that removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act.

In that interim final rule, FinCEN revises the regulatory definition of “reporting company” to mean only those entities that are formed under the law of a foreign country and that have registered to do business in any U.S. State or Tribal jurisdiction by the filing of a document with a secretary of state or similar office (formerly known as “foreign reporting companies”). FinCEN also exempts entities previously known as “domestic reporting companies” from BOI reporting requirements. Thus, through this interim final rule, all entities created in the United States — including those previously known as “domestic reporting companies” — and their beneficial owners will be exempt from the requirement to report BOI to FinCEN.

However, foreign entities that meet the new definition of a “reporting company” and do not qualify for an exemption from the reporting requirements must report their BOI to FinCEN under new deadlines. These foreign entities will not be required to report any U.S. persons as beneficial owners, and U.S. persons will not be required to report BOI with respect to any such entity for which they are a beneficial owner.

Upon the publication of the interim final rule, the following deadlines apply for foreign entities that are reporting companies:

  • Reporting companies registered to do business in the United States before the date of publication of the interim final rule must file BOI reports no later than 30 days from that date.

  • Reporting companies registered to do business in the United States on or after the date of publication of the interim final rule have 30 calendar days to file an initial BOI report after receiving notice that their registration is effective.

In accord with its prior notices and the Department of the Treasury’s March 2, 2025, announcement, FinCEN is applying all exemptions and deadline extensions in the interim final rule as March 21, 2025, in advance of formal publication in the Federal Register, and will further not enforce any beneficial ownership reporting penalties or fines against U.S. citizens or domestic reporting companies or their beneficial owners.

If you own a company created in the United States, you have no further obligations under this law.

If you own a company formed in a foreign country and registered to do business in the United States, you may still have reporting obligations. 

Lisa Watson Whitman

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Take Their Word For It 

Dale P. 

“Lisa and her staff handled nine BOI Reports for us in two states. We have complex ownership structures, and they took care of everything quickly and efficiently.” 

CEO, PRESIDENT, MANAGER Oklahoma and Texas

W. W.

“This was wonderful . . it's so nice to work with you! Thank you for making the process so easy! I also recommended your firm to a friend of mine."

2 CORPORATIONS,
3 PARTNERSHIPS
Florida

Emily B.

“Lisa and her team were fantastic to work with on the BOI reports. She and her team reviewed all information fully before submitting any reports. Lisa asked questions to ensure the information was complete and accurate. Lisa and her team were very responsive to our requests and her pricing is very reasonable.”

ATTORNEY Arizona