Briefing · US regulation
Corporate Transparency Act update: who still files in 2026.
The Corporate Transparency Act update changed course on company ownership reporting in the United States. Domestic reporting was removed, leaving only foreign-registered entities still filing with FinCEN. Most of what ranks on Google today was written before the change and says the opposite.
LAST UPDATED AUG 2026
Background: what the CTA set out to do
The Corporate Transparency Act was written to end anonymous US shell companies: a federal register of beneficial owners, reported by the companies themselves, visible to law enforcement. US company formation has long combined high volume with low disclosure, which made the register one of the most ambitious transparency projects anywhere.
The short timeline
The Corporate Transparency Act was enacted in 2021, BOI reporting began in January 2024, and litigation with enforcement pauses followed through 2025. In March 2025 an interim final rule exempted US-formed entities, leaving foreign companies registered in a US state as the reporting population today.
What changed
An interim final rule in 2025 narrowed the regime dramatically: entities formed in the United States were exempted from reporting, and the obligation now falls on foreign companies registered to do business in the US. The register that was meant to cover tens of millions of companies now covers a thin slice of them.
Who is affected
Foreign-formed companies registered in a US state are the group still required to file and update BOI reports with FinCEN. US-formed companies are exempt under the interim rule, while diligence teams lose the planned federal database shortcut and must treat guidance published before March 2025 with caution.
What to do
Foreign entities registered in the US should confirm filing status and deadlines directly against FinCEN guidance, and diligence teams should verify US UBO information themselves. That means registry extracts, organisational charts and declarations, kept as evidence. KYCK captures exactly that trail as part of counterparty onboarding.
The bigger lesson for diligence teams
The CTA story is a reminder that public registers are policy artifacts: they expand, shrink and pause with politics. A diligence programme built on your own verification, with registers used as corroboration where they exist, survives every version of this story. One built on waiting for a database does not.
Frequently asked questions
What is BOI reporting?
Beneficial Ownership Information reporting: telling FinCEN who ultimately owns or controls a company, so law enforcement can see through shell structures. It was the core mechanism of the Corporate Transparency Act, and it is the part the 2025 interim rule cut back to foreign-registered entities only.
Do US companies still file beneficial ownership reports with FinCEN?
Under the 2025 interim rule, entities formed in the United States are exempt from beneficial ownership reporting. Only companies formed abroad and registered to do business in the US remain in scope. Check FinCEN's current guidance before acting, as litigation and rulemaking are ongoing.
What does the change mean for due diligence teams?
The federal BOI database now covers far less than originally planned, so you cannot rely on it as a source of US ownership data. Firms doing counterparty due diligence need to verify UBOs themselves, from documents and registries, and keep their own evidence.
Could the rules change again?
Realistically, yes. The CTA has been through litigation, enforcement pauses and rulemaking since it took effect, and further changes in either direction are possible. Build your diligence process so it does not depend on any one register existing.
UBO verification without a federal shortcut.
KYCK collects, verifies and evidences beneficial ownership as part of every counterparty file.
Summary of a fast-moving rulemaking as of August 2026, not legal advice. Confirm current requirements with FinCEN or US counsel.