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Treasury Narrows BOI Rule to Foreigners
Chris Clayton 8/11 4:42 PM

OMAHA (DTN) -- The Treasury Department announced on Tuesday that it is finalizing a rule narrowing the scope of Beneficial Ownership Information (BOI), ending a mandate that had applied to an estimated 32 million small businesses, including 230,000 farms.

Under the new rule, BOI requirements essentially will be limited to foreign businesses operating in the U.S. and their owners.

In early 2021, Congress passed the Corporate Transparency Act, which required companies to provide BOI details. The law was passed to curb financial crimes such as money laundering and fraud that spiked in 2020 when fake companies were formed to obtain pandemic funds.

Treasury's Financial Crimes Enforcement Network (FinCEN) published its BOI rule in September 2022 and gave businesses until January 2024 to comply. The rule required companies to report details about the business and people or companies that owned or controlled them.

Initially, the rule required companies to provide the ownership details of anyone holding at least 25% of a company's shares or exercising a similar level of control over the business.

FinCEN then delayed implementation of the rule until January 2025, but the rule was blocked by litigation and multiple court orders.

The rule cast a wide net, affecting as many as 32 million American businesses.

The American Farm Bureau Federation had estimated 230,000 farms would have been forced to comply as well.

In March 2025, Treasury suspended enforcement of the Corporate Transparency Act against U.S. citizens and domestic companies. The rule was then struck down in a federal appeals court.

The new final rule, which will become effective when published in the Federal Register, now essentially exempts U.S. persons from having to comply with the reporting requirements. FinCEN also announced on Tuesday that it would delete previously reported information by U.S. persons from the BOI database.

"Today's action is a victory for common sense and American small businesses," said Secretary of the Treasury Scott Bessent. "President (Donald) Trump promised to cut red tape, and this final rule delivers. Treasury is eliminating a burdensome reporting requirement for millions of law-abiding business owners without compromising our national security."

Under the final rule, foreign companies will still be required to report beneficial ownership information for foreign individuals. Along with exempting U.S. persons and companies, the new rule also eliminates the requirement that foreign companies report U.S. persons who helped those companies register to do business in the U.S. The rule also exempts "foreign pooled investment vehicles" registered in the U.S. from reporting any BOI details of a U.S. person in control of the investment vehicle.

Chris Clayton can be reached at Chris.Clayton@dtn.com

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