BOI Reporting Deadline Now March 21 – U.S. District Court Ruling Reinstates CTA & Beneficial Ownership Information Reporting Requirement… Once Again
Update: The Corporate Transparency Act and its BOI reporting requirements are currently under litigation. Please refer to our most recent post for the latest developments.
A February 18th FinCEN alert notified businesses that the U.S. District Court for the Eastern District of Texas reinstated the beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA).
FinCEN indicated that during the next 30 days it 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 the burden for lower-risk entities, including many U.S. small businesses.”
It is important to note that on February 10, the U.S. House of Representatives voted unanimously (408-0) to postpone the CTA’s reporting deadline to January 1, 2026, and the measure is now awaiting consideration in the Senate. Additionally, the U.S. Court of Appeals for the 5th Circuit is scheduled to hear oral arguments on April 1 regarding an injunction in the Texas Top Cop Shop case, which could further influence CTA enforcement.
Updated Deadlines:
- New Deadline: The majority of reporting companies must file their initial, updated, and/or corrected BOI reports by March 21, 2025. FinCEN will provide an update before this date if further deadline modifications are necessary.
- Existing Extensions: Companies with existing deadlines later than March 21, 2025, should adhere to those deadlines. For example, companies benefiting from disaster relief extensions should follow their respective April 2025 deadlines.
- Exempted Entities: As per the alert titled “Notice Regarding National Small Business United v. Yellen,” certain plaintiffs in National Small Business United v. Yellen, No. 5:22-cv-01448 (N.D. Ala.)— namely, Isaac Winkles, reporting companies for which Isaac Winkles is the beneficial owner or applicant, the National Small Business Association, and members of the National Small Business Association (as of March 1, 2024)—are not currently required to report their BOI to FinCEN.
Resource Links to Learn More:
- Find guidance materials and additional information: https://www.fincen.gov/boi
- Subscribe to immediate email updates about Beneficial Ownership Information: https://service.govdelivery.com/accounts/USFINCEN/subscriber/new
- Read more about FinCEN’s definition of “reporting company” and compliance requirements: https://www.fincen.gov/boi/small-entity-compliance-guide
