The Financial Crimes Enforcement Network (FinCEN) has provided an update on Beneficial Ownership Information (BOI) reporting requirements under the Corporate Transparency Act (CTA) following a recent court decision. Below are the key takeaways:
Key Updates on BOI Filing Requirements
Current Deadline: March 21, 2025 – FinCEN has set the deadline for most reporting companies to file their initial, updated, or corrected BOI reports by March 21, 2025. However, FinCEN is considering further extensions and will provide updates as necessary.
Treasury’s Stance on Penalties – The U.S. Department of the Treasury has stated it will not enforce penalties or fines against U.S. citizens, domestic reporting companies, or their beneficial owners under the CTA.
No Fines for Missed March 21 Deadline – Treasury clarified that companies that fail to meet the March 21 initial deadline will not be fined at this time.
Guidance for Businesses – For now, businesses should plan to meet the March 21 deadline unless additional guidance is issued. If a company chooses not to file by this deadline, consulting legal counsel is advisable.
Updated Filing Deadlines
New Deadline: For most companies, the deadline to file BOI reports is now March 21, 2025. FinCEN may adjust this further and will provide updates before this date.
Later Reporting Deadlines Apply in Some Cases: If a company already qualified for a later deadline (such as through disaster relief extensions), it should follow that originally assigned deadline rather than the March 21 deadline.
Exemption for Certain Plaintiffs: Plaintiffs in National Small Business United v. Yellen, No. 5:22-cv-01448 (N.D. Ala.) (including Isaac Winkles and the National Small Business Association) are not required to report BOI at this time.
Potential Future Changes: FinCEN plans to revise the BOI reporting rule this year to reduce the burden on low-risk entities, including small businesses.
How to File Your BOI Report
Businesses can report their beneficial ownership information directly to FinCEN free of charge using the E-Filing system: 🔗 https://boiefiling.fincen.gov
For more details and official updates, visit FinCEN’s BOI page.
Final Thoughts
While FinCEN has provided temporary flexibility, businesses should still prepare to meet the March 21 deadline unless further extensions are granted. Given the potential for future modifications, keeping informed and consulting legal counsel where needed is highly recommended.
For the full FinCEN Notice (FIN-2025-CTA1), see: FinCEN Extends BOI Reporting Deadline by 30 Days.
