Corporate Transparency Act
CTAAlso called CTA, beneficial ownership information reporting
The Corporate Transparency Act is a 2021 US law that requires certain companies to report their beneficial owners to FinCEN. A final rule issued in August 2026 removed the duty for US companies and US persons. It now applies to foreign entities registered to do business in a US state.
How it works
A foreign company registered with a US state files a beneficial ownership information report with FinCEN. It names the non-US individuals who own at least 25% or exercise substantial control. US persons are not reported. Banks still collect beneficial ownership details from legal entity customers under the separate FinCEN customer due diligence rule, which sits outside the Act's reporting regime.
The Act was designed to stop anonymous shell companies hiding illicit funds. Its scope narrowed sharply after March 2025, when FinCEN exempted domestic companies by interim rule, and the August 2026 final rule made that permanent. Compliance teams that planned to use the federal register for verification now rely on their own customer due diligence records and on foreign registration data.
The rules
Created a federal beneficial ownership reporting duty and gave FinCEN power to collect and share the data with authorities and financial institutions.
Corporations, LLCs and similar entities formed or registered in the USSet out who must report, what must be reported and filing deadlines, with reporting opening on 1 January 2024.
Reporting companies under the Corporate Transparency ActExempted companies created in the US and US persons from reporting, leaving only foreign registered entities in scope.
US and foreign reporting companiesMade the 2025 exemptions permanent and requires foreign reporting companies to report only their foreign beneficial owners.
Foreign entities registered to do business in a US state or tribal jurisdictionCommon questions
Do US companies still file beneficial ownership reports?
No. FinCEN's final rule announced on 11 August 2026 permanently removed the reporting duty for companies created in the US and for US persons. FinCEN said it would delete information previously submitted by exempt US persons.
Who still has to report under the Corporate Transparency Act?
Entities formed under foreign law and registered to do business in a US state or tribal jurisdiction. They report their foreign beneficial owners and foreign company applicants. US persons in either role are not reported.
Does the change affect bank customer due diligence?
The bank-side customer due diligence rule is separate. Covered financial institutions still identify and verify beneficial owners of legal entity customers, although a February 2026 FinCEN order limited how often that must be repeated for the same customer.
What counts as a beneficial owner?
An individual who directly or indirectly owns or controls at least 25% of the ownership interests of a reporting company, or who exercises substantial control over it, such as a senior officer.
