Late last week and then late on Sunday, March 2nd, 2025, the Financial Crimes Enforcement Network (FinCEN) and the US Treasury Department made 2 announcements related to the Corporate Transparency Act (CTA) Beneficial Ownership Information (BOI) reporting. Much like Ross and Rachel from Friends or Ben Affleck and Jennifer Lopez this law has been alternating between being off and on so much its hard to keep track of where it stands.
Our most recent update was February 20, 2025 when after several court injunctions, the CTA and BOI reporting were back on after year end legal challenges. On February 27, 2025 FinCEN issued a press release to little fanfare (and somewhat as a surprise) stating that it will not issue any fines or penalties for missing current deadlines and that no later than March 21, 2025 (the updated deadline after the injunction) a final rule will be issued to extend this deadline further along with potential revisions to reporting requirements.
Wasting no time, on March 2, 2025 FinCEN issued a further press release taking it one step further effectively repealing much of the law – the press release stating that will not enforce against domestic citizens and companies, narrowing the scope of the reporting to foreign reporting companies. While at this point press releases don’t have the force of law or even a final rule which is a regulation, the writing is clearly on the wall that for many businesses that have yet to file that it will not be necessary. Even so, these businesses should continue monitoring to make sure that the above comments and planned policies are ultimately enacted.
As of this time, it is unclear what will happen to the information that was previously collected by FinCEN during 2024. Further, it is possible in the future that this type of reporting or enforcement of this law, as originally drafted, may return. In addition, various state laws have been enacted, with other ones proposed or to be proposed that have a similar purpose as these regulations. Finally, we may see further potential legal battles with respect to these regulations which may either narrow the scope and enforcement even further or potentially make enforcement of the law as currently written a possibility again. Until then, we wait for the next step of this on again/off again law – right now we are on a break.
Edward McWilliams, CPA
Partner
Ed is a Partner in the firm’s tax and business advisory practice focusing on providing services to middle market private companies across different industries as well as to early stage startups. Ed has over a decade of experience providing tax and business consulting services to these companies of different sizes and across different industries, bringing a broad and diverse knowledge base and strategic solutions to the many complex issues that businesses face.
