Virginia associations have nothing left to file with FinCEN
Virginia associations have nothing left to file with FinCEN
2026-09-19 · Virginia · Compliance
A Virginia community association incorporated in Virginia has no beneficial ownership report to file, no update to make, and nothing to correct. FinCEN's final rule, “Beneficial Ownership Information Reporting Requirement Revision,” was published at 91 FR 52508 and took effect August 14, 2026.1
That closes a question that consumed an extraordinary amount of Virginia board attention across two years.
What the rule does
It narrows the definition of “reporting company” to entities formed under the law of a foreign country and registered to do business in a State. Domestic entities — and U.S. persons who are beneficial owners of them — are outside the requirement.
FinCEN's own guidance states that U.S. companies are exempt from the beneficial ownership information reporting requirement and are therefore not required to file such reports. The rule adopts as final the interim rule published at 90 FR 13688 on March 26, 2025.
Why associations were caught up in it
The Corporate Transparency Act's original reporting definition captured entities created by filing a document with a secretary of state. A Virginia community association incorporated under the Virginia Nonstock Corporation Act is exactly that, and the statutory exemptions — drafted with banks, insurers, public utilities and large operating companies in mind — did not clearly cover it.
The result was that unpaid volunteer directors of ordinary Virginia subdivisions faced a federal filing obligation attaching to their personal identifying information, with penalties for non-compliance.
The scale of the reversal
The change in covered population is the clearest measure of what happened. The reporting universe moved from roughly 17.5 million domestic entities to an estimated several thousand reports a year from foreign-formed entities.
Community Associations Institute, which litigated and lobbied on the point throughout, summarises the outcome as U.S. companies and U.S. persons, including community association board members, being permanently exempt from beneficial ownership information reporting requirements.2
FinCEN has also indicated it will delete previously filed domestic beneficial ownership data. A Virginia association that filed during the period when filing appeared to be required does not need to maintain or update what it submitted.
The obligation that runs the other way, and is easily confused with it
Nothing about the FinCEN rule affects a Virginia association's obligations to Virginia.
An incorporated Virginia association must maintain its corporate registration with the State Corporation Commission, and letting that lapse has consequences that are not theoretical. In Schiano v. Falkland Farm Estates Homeowners Association, decided by the Court of Appeals in September 2025, the association had gone through a period of lapsed corporate status for failure to file annual reports before reincorporating. The circuit court held it could operate as a corporation or an unincorporated entity and that it remained the same contracting party — the association won, but only after litigating the point through a jury trial and an appeal.
Separately, associations that register with the Common Interest Community Board file an annual report with DPOR under regulations amended effective December 31, 2025, at fees running from $30 to $180 by community size.
Three filings, three different regulators, and only one of them just disappeared.
The conditions that change the answer
The exemption is for domestic entities. A Virginia association is domestic; the rule reaches entities formed under foreign law and registered here.
It is a final rule, in effect now. Published and effective August 14, 2026, adopting the March 2025 interim rule.
Nothing here touches state filings. SCC annual reports and DPOR association registration are unaffected.
Rules can change. This one has moved repeatedly since 2024. The current position is final, which is not the same as permanent.
What to watch next
For Virginia associations, the live federal questions have moved elsewhere — to HUD's assistance-animal enforcement posture and its disparate-impact rulemaking, and to the secondary mortgage market's condominium project standards. The beneficial ownership file can be closed.
Related Virginia HOA Topics
- Beneficial Ownership Information Reporting Requirement Revision, 91 FR 52508 (Aug. 14, 2026) — Federal Register ↩
- Corporate Transparency Act update — Community Associations Institute Advocacy, August 2026 ↩
- Schiano v. Falkland Farm Estates Homeowners Association, Inc. (Va. Ct. App. Sept. 16, 2025) — opinion PDF ↩
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