Under the rules of the Corporate Transparency Act (CTA), most U.S. companies, including many small businesses, must disclose ownership information to the federal government. Specifically, affected business entities must file a report of beneficial ownership information (BOI) with the federal Financial Crimes Enforcement Network (FinCEN).
Originally, FinCEN set a BOI reporting deadline in early January 2025 for all affected businesses that were founded before the end of 2024. However, that deadline was suspended multiple times due to pending litigation related to the CTA. Recently, FinCEN officials announced the following, updated filing deadlines:
For businesses that were previously given deadlines after March 21, 2025 (for example, due to disaster-related filing extensions), those deadlines remain in place.
For all other affected businesses, the deadline to file an initial or updated BOI report is now March 21, 2025.
On March 2nd, the Treasury Department announced that it will not impose any penalties or fines related to the beneficial ownership information reporting rule under the Corporate Transparency Act, either under current regulatory deadlines or after upcoming rule changes take effect. Additionally, the department plans to issue a proposed rulemaking that will limit the rule’s scope to foreign reporting companies only.
Multiple court cases related to the CTA are still ongoing, and Congress is debating legislation that would further delay the first BOI reporting deadline. Note that most sole proprietorships are already exempt from BOI reporting requirements.