Update: CTA Deadline Temporarily Not Enforced

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On February 27, 2025, the Financial Crimes Enforcement Network (“FinCEN”) announced it will not be enforcing the current Corporate Transparency Act (“CTA”) deadline of March 21, 2025 for Beneficial Ownership Information Reports (“BOI Reports”). The announcement explicitly states that “no fines or penalties will be issued.” FinCEN will issue an interim final rule by March 21 that extends reporting deadlines. We will update this post once further rules or other announcements are published.

At this time, CTA filing obligations continue to exist, but there is no deadline for enforcement. Companies may still voluntarily file BOI Reports or may prepare to file them at a later time once the updated deadlines are announced. Please see our prior article covering the CTA for guidance on preparing and filing a BOI Report.

On March 2, 2025, the Department of the Treasury declared that 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” and that it will issue “a proposed rulemaking that will narrow the scope of the rule to foreign reporting companies only.” No additional details were included, but will presumably be in upcoming regulations. We will provide updates when rules are established to enact this policy.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations. Attorney Advertising.

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