We previously wrote about the Treasury Department and FinCEN’s issuance of an interim rule declining to enforce penalties or fines against U.S. citizens or domestic reporting companies, effectively limiting the scope of the Corporate Transparency Act (“CTA”) to foreign reporting companies only. That article can be found here.
On August 11, 2026, the Treasury Department issued a final rule to make those changes permanent, along with updated FAQs. Treasury also stated that it will delete previously reported information relating to domestic individuals and entities from the Beneficial Ownership Information (“BOI”) database. Foreign entities, however, remain subject to the BOI reporting requirements.
Is this the end of the Corporate Transparency Act for domestic entities? Not necessarily. FinCEN’s decision to exempt domestic entities from the CTA’s reporting requirements could (and likely will) face legal challenges contending that Treasury exceeded the authority delegated to it by Congress. These challenges would likely focus on the argument that Treasury may not use its statutory exemption authority to exclude the principal category of entities that Congress intended for the CTA to regulate. Following the U.S. Supreme Court’s Loper Bright decision, a reviewing court may not defer to FinCEN’s interpretation of the law merely because the law is ambiguous. Instead, the court must independently determine whether Congress authorized Treasury to adopt an exemption of this scope.
A subsequent administration could also reverse course. Unless Congress repeals or amends the CTA, a new Treasury Department and FinCEN could restore (or change) the reporting requirements for domestic entities.
For now, the CTA remains significantly narrowed, but the story is not necessarily complete.
