Once again, the BOI Reporting requirements have changed. The most recent announcements from the Financial Crimes Enforcement Network (FinCEN) and the U.S. Department of the Treasury provide some clarity and temporary relief regarding the Corporate Transparency Act’s (CTA) Beneficial Ownership Information (BOI) reporting requirements. These developments, which could significantly alter compliance obligations for many businesses, mark a pivotal shift in how the government enforces BOI regulations.
On February 27, 2025, FinCEN announced that it would temporarily hold off on imposing fines, penalties, or other enforcement actions against companies failing to file or update BOI reports under the CTA by the current deadlines. This pause will remain in effect until an interim final rule is enacted. FinCEN has committed to issuing this rule no later than March 21, 2025.
As part of the proposed rulemaking process, FinCEN intends to solicit public comments regarding potential revisions to the existing BOI reporting requirements. This provides an opportunity for businesses to voice their concerns and contribute to shaping the final regulations.
In a follow-up announcement on March 2, 2025, the Treasury Department extended relief even further. The agency stated that even after the interim final rule takes effect, it will not enforce penalties or fines against:
- U.S. citizens
- Domestic reporting companies
- Their beneficial owners
This signals a major shift in regulatory focus. The Treasury Department also revealed plans to narrow the scope of BOI reporting requirements, limiting them to foreign reporting companies (which are entities formed under foreign laws but registered to do business in the U.S.). These businesses are seen as posing a greater law enforcement and national security risk compared to domestic entities.
For now, businesses required to comply with the CTA’s BOI reporting can choose to continue filing and updating their reports or wait for further guidance anticipated by March 21, 2025. This window offers a chance for companies to reassess their compliance strategies while monitoring regulatory developments.
With potential revisions on the horizon, it’s crucial for businesses to stay informed. The upcoming proposed rulemaking process could bring permanent changes to BOI reporting requirements, especially for domestic entities.
We will continue to monitor updates from FinCEN and the Treasury Department, as well as keep you informed of any announcements surrounding the interim final rules. Meanwhile, businesses should consider whether to file or update their BOI report or wait for further guidance.
Stay tuned for further updates as these regulatory reporting rules continue to unfold.