Following a Feb. 18, 2025, ruling 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., the Financial Crimes Enforcement Network (FinCEN) has announced that beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again in effect. FinCEN has extended the reporting deadline to March 21, 2025, for most companies.
New Compliance Deadline and Reporting Revisions
The CTA, originally enacted to combat illicit financial activities by increasing transparency in company ownership, mandates that covered entities disclose their beneficial owners to FinCEN. The recent court decision temporarily disrupted enforcement, but with FinCEN’s announcement, entities must now prepare to comply by the extended March 21, 2025 deadline.
In addition to reinstating the reporting requirements, FinCEN has indicated its intent to revise the BOI reporting rule. The revisions aim to reduce the compliance burden for lower-risk entities, including many U.S. small businesses. While the agency has not yet detailed specific modifications, it has emphasized that it will prioritize enforcement and reporting obligations for entities that pose the highest national security risks.
Impact on Businesses and Compliance Strategies
The reinstatement of the BOI reporting requirement means that affected companies must take immediate steps to comply. Businesses should determine if they fall under the CTA’s reporting requirements, and if they do, gather information that identifies and documents beneficial owners, and also prepare required disclosures to help them with timely submission.
For more details, FinCEN’s official notice on the extended reporting deadline can be found here. If you have questions about how BOI reporting impacts your business, contact your Windham Brannon advisor today, or reach out to Gary Gruner.
