Update on Recent Corporate Transparency Act Changes

On February 18, 2025, the Financial Crimes Enforcement Network (FinCEN) extended the deadline for beneficial ownership information (BOI) filings for all non-exempt domestic and foreign reporting entities to March 21, 2025. Additionally, FinCEN indicated it would be revising the CTA’s BOI reporting rules.

Then, on March 2, 2025, the U.S. Department of the Treasury (FinCEN’s parent agency) announced on X (formerly Twitter) that it would not enforce penalties for BOI reporting under the current deadlines. A follow-up press release clarified that this non-enforcement applied to U.S. citizens, domestic reporting companies, and their beneficial owners. However, the March 21 deadline remained unchanged. Treasury also shared plans to propose a new rule that would limit BOI reporting obligations to foreign reporting companies.

No further updates were provided until the afternoon of March 21, 2025, when FinCEN issued an interim final rule that officially removes BOI reporting requirements for U.S. entities and individuals. Under this updated rule:

• Only non-exempt foreign reporting companies and their beneficial owners must submit BOI reports.

• Existing foreign entities must file within 30 days of the rule’s publication in the Federal Register.

• Newly registered foreign entities must file within 30 days of their registration effective date.

A foreign reporting company is defined as an entity that:

• Is a corporation, LLC, or similar entity

• Formed under foreign laws

• Registers to do business in the U.S. through a state or tribal authority filing

For full details, we encourage you to review FinCEN’s official press release.

If you have any questions about the CTA or how these changes may impact you, please reach out to us at 305-999-1906.