The rulings regarding BOI are still ongoing. We will continue updating this page with BOI-related news, however more up-to-date information can also be found by clicking the button below.
Latest Update 3/28/2025: The Financial Crimes Enforcement Network (FinCEN) removed the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act.
The rule revises the definition of “reporting company” to mean only those entities that are formed under the law of a foreign country and that have registered to do business in any U.S. state or tribal jurisdiction by the filing of a document with a secretary of state or similar office (formerly known as “foreign reporting companies”). FinCEN also exempts entities previously known as “domestic reporting companies” from BOI reporting requirements.
Updated Deadlines:
- For the vast majority of reporting companies, the new deadline to file an initial, updated, and/or corrected BOI report is now April 20, 2025. FinCEN will provide an update before then of any further modification of this deadline, recognizing that reporting companies may need additional time to comply with their BOI reporting obligations once this update is provided.
- Reporting companies that were previously given a reporting deadline later than the March 21, 2025 deadline must file their initial BOI report by that later deadline. For example, if a company’s reporting deadline is in April 2025 because it qualifies for certain disaster relief extensions, it should follow the April deadline, not the March deadline.
- As indicated in the alert titled “Notice Regarding National Small Business United v. Yellen, No. 5:22-cv-01448 (N.D. Ala.)”, Plaintiffs in National Small Business United v. Yellen, No. 5:22-cv01448 (N.D. Ala.) and members of the National Small Business Association (as of March 1, 2024)—are not currently required to report their beneficial ownership information to FinCEN at this time.
The following is a timeline of BOI and its previous filing statuses:
On Dec. 3, 2024, a federal district court found the Corporate Transparency Act (CTA) likely unconstitutional and prohibited its enforcement, including the BOI reporting rule. The Financial Crimes Enforcement Network (FinCEN) was barred from enforcing BOI filing requirements during the case.
The Department of Justice (DOJ) appealed this decision on Dec. 5, 2024.
On Dec. 13, 2024, the Attorney General filed an emergency motion to stay the injunction.
On Dec. 23, 2024, the Fifth Circuit Court lifted the injunction, allowing FinCEN to enforce BOI reporting.
On Dec. 26, 2024, the Fifth Circuit reversed the December 23rd ruling that reinstated BOI filing requirements. Filing became voluntary.
On Feb. 18, 2025: The U.S. District Court for the Eastern District of Texas decided in Smith, et al. v. U.S. Department of the Treasury, et al., 6:24-cv-00336 (E.D. Tex.), beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again back in effect. However, because the Department of the Treasury recognizes that reporting companies may need additional time to comply with their BOI reporting obligations, FinCEN is generally extending the deadline 30 calendar days from February 19, 2025, for most companies.
Corporate Transparency Act / Beneficial Ownership Reporting Disclaimer
Assisting you with your compliance with the Corporate Transparency Act (“CTA”), including beneficial ownership information (“BOI”) reporting, is not within the scope of our business.
You have sole responsibility for your compliance with the CTA, including its BOI reporting requirements and the collection of relevant ownership information. We shall have no liability resulting from your failure to comply with CTA. Information regarding the BOI reporting requirements can be found at https://www.fincen.gov/boi, or by clicking the button below.
Consider consulting with legal counsel if you have questions regarding the applicability of the CTA’s reporting requirements and issues surrounding the collection of relevant ownership information.
