Morris, Nichols, Arsht & Tunnell LLP
MONTH-IN-BRIEF (Jun 2025)
The Treasury Two-Step: Ongoing Filing Obligations Under the CTA
By William E. H. Quick, Polsinelli PC
An update on the Corporate Transparency Act, and its reporting and amendment obligations.
In an effort to divine the current Corporate Transparency Act (“CTA”) dominion, it is instructive to consider the CTA’s framework and implications prior to the introduction of the recent Interim Final Rule (90 Fed. Reg. 13688 (Mar. 26, 2025)) (“IFR”). The CTA authorizes the Department of the Treasury to exempt specified entities or classes of entities from the definition of “reporting company.” 31 U.S.C. 5336(a)(11)(B)(xxiv). As described in a Financial Crimes Enforcement Network (“FinCEN”) Q&A, “[c]onsistent with the exemptive authority provided in the [CTA] and the direction of the President,” Treasury introduced the IFR, whereby entities previously known as “domestic reporting companies” were exempted from beneficial ownership information (“BOI”) reporting requirements.