BOI Reporting Requirements are Back in Force as of 2/18/2025

Attention: FinCEN BOI reporting requirement deadline is now set for March 21, 2025.

A decision yesterday, February 18, 2025, in the case of Smith, et al. v. U.S. Department of Treasury, et al., 6:24-cv-00336, has returned the reporting requirements of the Corporate Transparency Act (CTA) and the Beneficial Ownership Interest (BOI) to an active status. FinCEN announced on the BOI page of their website that the new deadline for the “vast majority of reporting companies” will be March 21, 2025.

The U.S. Department of the Treasury recognizes the “on again, off again” nature of the BOI reporting requirements and has elected to provide a 30-day window for those companies who have yet to comply with BOI reporting requirements to come into compliance. FinCEN reserves the right to modify this deadline yet again in the future based on the demands of this changing legal landscape.

While the BOI reporting requirement deadline is now set for March 21, 2025, it doesn’t necessarily apply to every remaining qualifying entity. If your company had previously been given a deadline after the new March 21, 2025, BOI reporting deadline, you are required to fulfill reporting requirements by that later established date. One example provided by FinCEN involved those companies who had been given an extension for disaster relief, should follow the deadline established within the relief notification (April), and are not required to meet the new deadline in March.

In another example, FinCEN cited case number 5:22-cv-01448, National Small Business United v. Yellen, in which plaintiffs and certain members of the National Small Business Association are not presently under the requirement to file pending the outcome of that case.

There is no cost to file the Beneficial Ownership Interest form, and respondents have been encouraged to use FinCEN’s E-Filing system, which can be found at https://boiefiling.fincen.gov/ or by visiting FinCEN’s BOI Information page.

Qualifying entities have been put on notice: The BOI Reporting Requirements are Back in Force as of 2/18/2025