The Financial Crimes Enforcement Network (FinCEN), which is a bureau of the U.S. Department of the Treasury (DOT), has announced an extension of the Beneficial Ownership Information (BOI) reporting deadline by 30 days, following a February 18, 2025 court ruling that reinstated the reporting requirements under the Corporate Transparency Act (CTA). This decision comes after the U.S. District Court for the Eastern District of Texas ruled in Smith, et al. v. U.S. Department of the Treasury, et al., lifting the previous stay on FinCEN’s BOI reporting regulations.

Updated Deadlines for BOI Reporting

Recognizing that reporting companies may require additional time to comply, FinCEN has set a new deadline of March 21, 2025, for most entities to file their initial, updated, or corrected BOI reports. However, reporting companies with a later deadline due to disaster relief or other exceptions should follow their specific deadlines.

Furthermore, during this extension period, FinCEN will evaluate options for modifying reporting deadlines and prioritizing entities that pose significant national security risks while also aiming to ease the compliance burden on small businesses.

Future Changes to the BOI Reporting Rule

In line with the DOT’s ongoing efforts to reduce regulatory burdens, FinCEN intends to revise the BOI reporting rule later this year. The goal is to streamline reporting requirements for lower-risk entities, particularly small businesses, to reduce unnecessary compliance costs.

Background on the Legal Developments

On January 7, 2025, the U.S. District Court for the Eastern District of Texas initially issued a stay on FinCEN’s BOI reporting regulations, preventing enforcement of the CTA’s requirements. A stay essentially puts a ruling on hold until an appellate court makes a final decision. On February 5, 2025, the U.S. Department of Justice, representing the DOT, filed an appeal and requested a stay of the district court’s order.

On February 18, 2025, the Court agreed to stay its previous order, effectively reinstating the BOI reporting requirements. Given this legal development, BOI reporting is once again mandatory, subject to any further court rulings; however, FinCEN’s extension provides businesses with additional time to comply.

What This Means for Your Business

If your business is subject to BOI reporting under the CTA, be sure to take advantage of the extended deadline and file by March 21, 2025. Stay informed about potential changes to reporting rules, especially if you qualify as a lower-risk entity, as FinCEN may introduce further modifications to ease compliance. If you need assistance in filing your report, Lengea is here to help!

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