[co-author: Matteo de Suduiraut]
In a major shift in policy, just days after the Financial Crimes Enforcement Network (“FinCEN”) announced that it would pause enforcement of the beneficial ownership information (“BOI”) reporting requirements under the Corporate Transparency Act (“CTA”), the U.S. Department of the Treasury (“Treasury”) announced on Sunday, March 2, 2025, that it will suspend enforcement of the CTA for U.S. citizens, domestic companies, and beneficial owners of domestic reporting companies.
In its statement, Treasury said it will propose additional rulemaking that will narrow the scope of BOI reporting requirements to apply only to foreign reporting companies. This change in focus comes shortly after a statement by FinCEN that the agency would issue an interim final rule on or before March 21, 2025, that would extend BOI reporting deadlines for reporting companies. At this time, Treasury has not indicated when it plans to propose its narrowing rule.
While Treasury’s announcement will no doubt be welcome by domestic reporting companies , until there is greater clarity about the specifics of Treasury’s and FinCEN’s updated guidance on the scope of the CTA and its BOI reporting requirements, entities should generally continue to gather information that would be needed to complete BOI reports were reporting requirements to resume, such as information about Company Applicants for newly formed entities.
