Update as of 3/3/25: Since our last communication, FinCEN has announced it will no longer take any actions to enforce the upcoming beneficial ownership information reporting deadline on March 21, and that revisions to the deadline and reporting requirements are on the way. FinCEN said it would not issue any fines or penalties to take other enforcement actions at this time against entities that are required under current law to submit reports about their beneficial owners.
More information and the most recent updates to the CTA can be found on the official FinCEN BOI’s website. We will continue to monitor the status of the CTA and provide any updates.
The last communication we posted on the Corporate Transparency Act (CTA) was on December 4, 2024. Since then, there has been a rollercoaster of actions through litigation causing the Act enforcement off and on. However, things seem to be more settled and as of February 18, 2025, CTA enforcement is back on with a deadline of March 21, 2025.
See the Financial Crimes Enforcement Network (FinCEN) announcement of the extension of the deadline for reporting companies until March 21, 2025: FinCEN Notice, FIN-2025-CTA1, 2/18/2025.
In this notice, FinCEN acknowledges that, over the period from February 18, 2025, through March 21, 2025, it will assess its options to further modify deadlines, while prioritizing 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.
This February 18, 2025, decision of CTA enforcement was made even though on February 10, 2025, the US House of Representatives voted 408–0 to pass H.R. 736, which would provide an extension until January 1, 2026, for reporting companies formed prior to January 1, 2024, to file beneficial ownership reporting information with FinCEN. This bill is currently awaiting review by the US Senate.
What does this all mean to you? You should prepare to report your beneficial ownership information (BOI) by March 21, 2025, if required.
What should you do?
Monitor the news on this topic and the official FinCEN BOI’s (Beneficial Ownership Information Reporting | FinCEN.gov) website for updates. Things could change again.
Get an understanding of what you need to include in your filing – know how to do it and be prepared if the March 21, 2025, deadline sticks for you so you can meet any reporting requirements.
The FinCEN BOI website has a Five-Minute demo YouTube video showing you how to complete the information. Watch it! Five-Minute Demo: How to File a Beneficial Ownership Information (BOI) Report.
GreenStone will continue monitoring the CTA topic and communicate with customers if there are any applicable updates.
