News and Events
Corporate Transparency Act Alert: Reporting Requirements Reinstated!
What Happened?
On February 17, 2025, the US District Court for the Eastern District of Texas issued an order lifting a prior nationwide injunction that had paused the enforcement of the Corporate Transparency Act (CTA) and its Beneficial Ownership Information (BOI) Reporting Requirements. Following this decision, FinCEN reinstated the BOI reporting requirements and extended the deadline for most reporting companies to March 21, 2025.
Key Developments:
Deadline Extension: Non-exempt reporting companies formed on or before February 19, 2025, now have until March 21, 2025 to file their initial BOI reports or any required updates.
Ongoing Litigation: Constitutional challenges to the CTA remain pending, and further legal or legislative developments could alter reporting obligations or deadlines. For example, a House bill (HR 736) proposes extending the deadline for companies formed before January 1, 2024, to January 1, 2026.
Potential Modifications: FinCEN is evaluating options to revise the reporting rules, potentially reducing burdens for lower-risk entities and small businesses. However, no specific changes have been announced.
Understand the Deadlines:
The filing deadline for non-exempt companies formed on or before February 19, 2025, is March 21, 2025, for initial BOI reports or any updates to previously-filed initial reports.
For non-exempt companies formed after February 19, 2025, initial BOI reports must be filed within 30 days of formation or registration.
How to file BOI reports: Use FinCEN's E-Filing system (https://boiefiling.fincen.gov) to report the required information about beneficial owners.
What Should You Do Now?
Act immediately. With the March 21 deadline approaching, businesses should gather the necessary information to comply with the reporting requirements and file their BOI reports.
Monitor for updates: Litigation and legislative developments may result in changes to deadlines or requirements. Stay informed by following FinCEN updates or consulting with legal counsel.
Need Help?
For more information about your obligations under the CTA or assistance preparing your BOI report, consult FinCEN's resources (https://fincen.gov/boi) or please contact us.
A brief history of the CTA and how we got here can be found below and in our prior alerts.
