Corporate Transparency Act Reporting Deadlines Back in Effect
The Corporate Transparency Act (CTA), passed in 2021, introduced new reporting requirements for certain businesses. Under the CTA, Reporting Companies are required to submit both initial and updated reports to the Treasury Department, disclosing their beneficial owners—those holding 25% or more ownership—as well as individuals who have substantial control, such as officers and directors.
On February 18, 2025, the U.S. District Court for the Eastern District of Texas reversed an order issued last month that had halted enforcement of the CTA and stayed all reporting deadlines.
This development means that millions of businesses may once again be subject to Beneficial Owner Information (BOI) reporting requirements. Many of these companies likely failed to meet the original deadlines due to the uncertainty surrounding the law's enforcement.
FinCEN’s Statement on New Deadlines
With the February 18, 2025, decision by the U.S. District Court for the Eastern District of Texas in Smith, et al. v. U.S. Department of the Treasury, et al., 6:24-cv-00336 (E.D. Tex.), beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again back in effect. However, because the Department of the Treasury recognizes that reporting companies may need additional time to comply with their BOI reporting obligations, FinCEN is generally extending the deadline 30 calendar days from February 19, 2025, for most companies.
Notably, in keeping with Treasury’s commitment to reducing regulatory burden on businesses, during this 30-day period FinCEN will assess its options to further modify deadlines, while prioritizing reporting for those entities that pose the most significant national security risks.
FinCEN also intends to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities, including many U.S. small businesses.
While some companies may see this as bad news, there could be light at the end of the tunnel. Recently, legislation was introduced and passed by the House that would effectively delay the filing deadline until the end of the year. This latest court ruling may serve as the catalyst needed for the bill to gain traction, potentially providing additional time for the numerous legal challenges to play out in court. Rest assured, Harvard Business Services, Inc. will provide updates on any new developments.
Do you need help filing your BOI report with FinCEN? Have questions about the BOI report? FinCEN Report offers an excellent and affordable service that can provide assistance with both filing and addressing most questions clients often have about the BOI. Click here to get started.
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