The Financial Crimes Enforcement Network (FinCEN) has announced a significant update regarding the beneficial ownership information (BOI) reporting deadline. Initially set for March 21, the deadline has been extended, and enforcement actions have been suspended.
Although a new reporting deadline has not been announced, FinCEN has committed to providing this information by March 21. The agency has assured that no enforcement actions, including fines or penalties, will be taken until an interim final rule becomes effective and the new relevant due dates have passed.
FinCEN’s decision to pause enforcement prioritizes the reporting of BOI for entities posing the most significant law enforcement and national security risks. Their goal is to reduce the regulatory burden on smaller businesses while ensuring that BOI is useful for national security, intelligence, and law enforcement activities.
Judicial and Legislative Developments
The announcement follows several court challenges, including two that resulted in nationwide injunctions prohibiting the enforcement of BOI reporting requirements. A federal district court recently lifted the last injunction, allowing FinCEN to extend the deadline for initial, updated, and corrected BOI reports from most small businesses.
In addition, the U.S. House of Representatives recently passed a bill to extend the BOI reporting deadline for most small businesses to January 1, 2026. A companion bill has been introduced in the Senate, reflecting a broader legislative effort to provide businesses with more time to comply with the reporting requirements.
Background on the Corporate Transparency Act
The Corporate Transparency Act (CTA), passed by Congress in 2021, requires reporting companies to disclose the identity and information about beneficial owners. For new entities incorporated after January 1, 2024, companies must also disclose the identity of individuals who file applications to form corporations, limited liability companies, or similar entities.
Initially, most reports were due by the start of 2025, but FinCEN has pushed the deadline multiple times due to legal challenges and injunctions. The current extension to March 21 is the latest development in this ongoing process.
How Business Owners Should React
Stay informed – we will provide you updates on FinCEN’s new BOI reporting deadlines as they become available. You can prepare for compliance by gathering and retaining the necessary information about beneficial owners and company applicants to ensure timely reporting once the new deadline is announced. Business owners can also engage with public comments. FinCEN plans to seek public comments on potential revisions to existing BOI reporting requirements.
