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Corporate Transparency Act (CTA)
CTA significantly narrowed to apply only to non-US entities that register to do business in the US.
On Friday March 21, the Financial Crimes Enforcement Network (FinCEN) issued awaited guidance, further updating (and significantly narrowing) the Corporate Transparency Act (CTA). Newly released guidance provides that the CTA shall now only apply to "those entities that are formed under the law of a foreign country AND that have registered to do business in any U.S. State or Tribal jurisdiction by the filing of a document with a secretary of state or similar office (formerly known as “foreign reporting companies”).
Therefore, according to FinCEN's press release, "all entities created in the United States ... and their beneficial owners will be exempt". With this March 2025 Final Rule, the CTA only applies to non-US entities (i.e., foreign entities) that register to do business in the US.
Further information is available from FinCEN:
- The press release regarding an interim final rule that removes the requirement to file for all US entities
- The Final Rule
Your CTA obligations
Please note that we are unable to advise you of the impact of the CTA without being specifically instructed and engaged to undertake an assessment on your behalf. Please speak to your usual Withers' contact, or click the button here and a member of the team will be happy to help. For further regulatory information, click here.
VIDEO
Corporate Transparency Act: What business owners, directors and trustees need to know about their privacy
The US Corporate Transparency Act (CTA) is an addition to the Bank Secrecy Act that takes effect in January of 2024, and the goal of the CTA is to disclose beneficial ownership and control of companies. It requires a significant number of US businesses formed with secretaries of state to file reports with the US Department of Treasury's Financial Crimes Enforcement Network (FinCEN) from January 2024.
Resources: How will the CTA impact you?
Meet our CTA team

William J. Kambas
Partner | New York

Jaime McLemore
Partner | London

Ivan A. Sacks
Partner | New York

Elizabeth A. Bawden
Partner | Los Angeles
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