On February 19, 2025, the Financial Crimes Enforcement Network (“FinCEN”) announced that most reporting companies under the Corporate Transparency Act (“CTA”) must now submit their Beneficial Ownership Information (“BOI”) reports by March 21, 2025, following a decision by the U.S. District Court for the Eastern District of Texas lifting the last barrier to the BOI reporting rule. The Treasury Department has now announced another significant update regarding the rule’s enforcement.
On March 2, 2024, the Treasury Department stated in a press release that, “with respect to the [CTA], not only will [the Treasury Department] not enforce any penalties or fines associated with the [BOI] reporting rule (the “Rule”) under the existing regulatory deadlines, but it will further not enforce any penalties or fines against U.S. citizens or domestic reporting companies or their beneficial owners after the forthcoming rule changes take effect either.” Furthermore, the Treasury Department announced it would be issuing a proposed rulemaking to narrow the scope of the Rule to foreign reporting companies only. “Today’s action is part of President Trump’s bold agenda to unleash American prosperity by reining in burdensome regulations, in particular for small businesses that are the backbone of the American economy,” said U.S. Secretary of the Treasury Scott Bessent.
FinCEN intends to issue an interim final rule extending the March 21, 2025 reporting deadline, “recognizing the need to provide new guidance and clarity as quickly as possible.” While the Treasury Department has stated that no enforcement actions will be taken under the existing regulatory guidelines or after the forthcoming rule changes, we recommend that companies stay proactive in their compliance efforts with the CTA.
We will continue to monitor all CTA developments and update you regarding any forthcoming changes or proposed rulemaking.