Corporate Transparency Act Explained (2026): Is It Still in Effect, and What Small Business Owners Actually Need to Do Now

Current status (as of June 2026): The Corporate Transparency Act is still law, but FinCEN‘s interim final rule removed the reporting requirement for companies formed in the United States. If your business was formed in a US state, you are not currently required to file a BOI report. Only foreign reporting companies still file. The statute was upheld in court and a final rule is still pending — so keep your records.

The Corporate Transparency Act put millions of small business owners through two years of confusion: file by January 1, 2025; then a court froze the rule; then it came back; then headlines warned of $591-a-day penalties; then, almost overnight, most companies were exempt. If you’re unsure whether you’re required to file, you’re not behind — the rules genuinely changed underneath you. Here’s the plain, current answer.

Is the Corporate Transparency Act still in effect in 2026?

Yes — and no, depending on what you mean. The law itself is still on the books and was not repealed; in December 2025 a federal appeals court upheld its constitutionality. But the part that affected you — the requirement for US-formed companies to file a BOI report — was removed. On March 21, 2025, FinCEN announced an interim final rule, published March 26, 2025, that exempts all US-formed entities and US persons. FinCEN’s own announcement confirms it. So both are true at once: the law exists, and you (if US-formed) don’t have to file under it right now.

Why everyone is confused: the CTA timeline

Jan 1, 2021: CTA enacted (within the NDAA for FY2021).
Through 2024: ~32.6 million companies in scope, most facing a Jan 1, 2025 deadline.
Dec 2024: a nationwide injunction halts enforcement.
Feb 19, 2025: requirement reinstated, deadline pushed to March 21, 2025 — the “$591/day” panic peak.
March 21/26, 2025: the interim final rule exempts domestic entities and US persons.
Dec 16, 2025: the Eleventh Circuit upholds the CTA. The statute stands; the exemption stands.
Mid-2026: the final rule is still pending; the interim rule remains in effect.

If you feel like you missed a deadline, this is why: the deadline that scared everyone applied to a rule that was replaced before most people had to act.

Do you still have to file? Who’s exempt and who isn’t

Exempt: all domestic reporting companies — anything formed under the law of a US state — plus US persons. Roughly 99% of the original ~32.6 million companies dropped out of scope. Still required: “reporting company” now means only an entity formed under foreign law that registered to do business in a US state — about 12,000 foreign reporting companies.

The foreign-owned US LLC edge case

What matters is where the entity was formed, not who owns it. A Delaware LLC owned entirely by people abroad is a domestic entity — formed in a US state — so it’s exempt. A company formed under another country’s law that then registers in a US state is a foreign reporting company and still files. FinCEN spells this out in its interim final rule Q&A.

“Did I waste my 2024 filing? Am I racking up fines?”

You didn’t waste it — you complied with the rule as it stood, and you don’t need to update or correct that report now that you’re exempt. And you’re not quietly accruing penalties: the statutory figures exist on paper (a civil penalty of up to $591/day after inflation adjustment, plus criminal penalties), but they are not enforced against domestic companies, and that has held into mid-2026.

It’s not dead — keep your records

The CTA is not gone for good. The Eleventh Circuit upheld it, and the current exemption comes from an interim rule — the final rule hasn’t issued. Don’t act as if the law was erased. Keep your beneficial ownership records on hand in case a future final rule changes scope. Staying prepared costs nothing.

The state layer: New York’s LLC Transparency Act

For a broader view beyond New York, see our state beneficial ownership laws guide.

New York’s LLC Transparency Act took effect January 1, 2026. After Governor Hochul vetoed S8432 on December 19, 2025, it applies only to non-US-formed LLCs — US-formed LLCs are exempt. For foreign LLCs it covers, penalties include a $250 late fee plus up to $500/day (Sidley). If you run a US-formed LLC in New York, this one isn’t yours.

What to do now

US-formed company: nothing to file federally right now. Keep records.
Foreign reporting company: you still file — before March 26, 2025 → April 25, 2025; on/after → 30 days.
Foreign-formed LLC in New York: check the state requirement.
Everyone: watch for the final rule, and beware scams.

Scam warning. Filing with FinCEN is free. No legitimate process charges a “$591 late fee.” Owners have been targeted by fake BOIR sites and urgent “pay now to file” emails — treat them as red flags. Start at the official FinCEN BOI page.

Frequently asked questions

Is the CTA still in effect in 2026?

Yes, the law is in effect, but the reporting requirement for US-formed companies was removed by the interim final rule.

Did the CTA get repealed?

No. It wasn’t repealed; the Eleventh Circuit upheld it on December 16, 2025.

Do I still need to file a BOI report in 2026?

If your company was formed in the US, no. Only foreign reporting companies still file.

Do foreign-owned US LLCs still file?

No. What matters is where the entity was formed. A US-state LLC is domestic and exempt even if its owners are foreign.

What happens if I don’t file?

If you’re US-formed, there’s nothing to file. Penalties exist on paper but aren’t enforced against domestic companies.

Do I need to do anything if I already filed?

No — your earlier filing was valid and you don’t need to update or correct it.

What’s the 2026 deadline for foreign reporting companies?

Registered before March 26, 2025 → April 25, 2025; on or after → 30 days.

Does New York still require my LLC to report?

Only if it’s a non-US-formed LLC. US-formed LLCs are exempt after the December 2025 veto.

The bottom line

If your company was formed in the United States, the Corporate Transparency Act currently asks nothing of you — no filing, no fee, no deadline. Keep your records, but don’t pay anyone to “register” something you’re exempt from. If you run a foreign reporting company, you’re in the small group that still files, and the deadlines are tight — our team prepares and submits your BOI report for a flat $99. That offer is only for foreign reporting companies; if you’re US-formed, you don’t need us.

Sources

Last updated June 2026. General information, not legal advice; the final rule is pending.