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Andrew David Easler, Esq. Published January 1, 2024

What Types of Companies Are Exempt from Beneficial Ownership Reporting?


Since 2025, every company created in the U.S. is exempt. Foreign companies can also use the 23 original exemptions, like banks.

Update (October 2026): Under FinCEN's interim final rule of March 26, 2025, made permanent by a final rule published and effective August 14, 2026, companies created in the United States and U.S. persons no longer have to report beneficial ownership information. Only certain foreign companies registered to do business in a U.S. state must still report, and they do not report U.S. persons or U.S. company applicants.

The Financial Crimes Enforcement Network (FinCEN) sets the exemptions from beneficial ownership reporting under the Corporate Transparency Act. The largest exemption today covers every entity created in the United States. That includes Florida corporations, LLCs, limited partnerships, and similar entities, along with their owners.

For foreign companies registered to do business in the U.S., the 23 original exemption categories still apply. A foreign company that fits one of them does not have to file.

The exempt entities include:

  1. Any Entity Created in the United States: Exempt under FinCEN's 2025 interim final rule, made permanent in August 2026.

  2. Securities Reporting Issuer: Companies that issue securities and are required to report under federal securities laws.

  3. Governmental Authority: Entities owned or controlled by a governmental authority.

  4. Bank: Financial institutions holding a banking license and are regulated by banking authorities.

  5. Credit Union: Member-owned financial cooperatives that are regulated and typically provide credit at competitive rates to their members.

  6. Depository Institution Holding Company: Corporations that hold controlling interests in banks or thrift institutions.

  7. Money Services Business: Entities providing services like money transmission, check cashing, and currency exchange.

  8. Broker or Dealer in Securities: Firms trading securities for customers or their own accounts.

  9. Securities Exchange or Clearing Agency: Organizations that facilitate the trade of securities and manage the settlement of transactions.

  10. Other Exchange Act Registered Entity: Entities registered under the Securities Exchange Act are not covered by previous categories.

  11. Investment Company or Investment Adviser: Firms providing investment advice or managing investment funds.

  12. Venture Capital Fund Adviser: Advisers specifically working with venture capital funds.

  13. Insurance Company: Companies providing insurance services and regulated by insurance law.

  14. State-Licensed Insurance Producer: Individuals or entities licensed to sell, solicit, or negotiate insurance.

  15. Commodity Exchange Act Registered Entity: Entities registered under the Commodity Exchange Act.

  16. Accounting Firm: Firms providing accounting services and subject to regulatory oversight.

  17. Public Utility: Companies providing essential public services like water, electricity, and telecommunications.

  18. Financial Market Utility: Entities providing services to financial markets critical to the financial system's functioning.

  19. Pooled Investment Vehicle: Investment funds with multiple investors pooling their resources.

  20. Tax-Exempt Entities: Organizations such as charities and certain non-profit organizations are exempt from federal income tax.

  21. Entity Assisting a Tax-Exempt Entity: Entities that provide services directly to tax-exempt organizations.

  22. Large Operating Company: Companies with a physical presence in the U.S., significant operating expenses, and a substantial number of employees.

  23. Subsidiary of Certain Exempt Entities: Subsidiaries of entities that are already exempt under the CTA.

  24. Inactive Entity: Entities that are not engaged in active business and meet certain criteria set by FinCEN.

Sources: https://www.fincen.gov/news/news-releases/fincen-removes-beneficial-ownership-reporting-requirements-us-companies-and-us , https://www.fincen.gov/news/news-releases/fincen-permanently-ends-beneficial-ownership-reporting-requirements-millions , https://www.fincen.gov/boi , https://www.fincen.gov/boi-faqs

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