Updates: Beneficial Ownership Information (BOI) Reporting Requirements

The Corporate Transparency Act (CTA) introduced significant changes to reporting requirements for millions of small businesses, with the aim of combating money laundering and enhancing transparency. However, ongoing legal challenges have created uncertainty regarding compliance deadlines and enforcement. AAFCPAs is following developments closely and will share updates as appropriate.

The following aims to provide the latest developments on Beneficial Ownership Information (BOI) reporting, including court rulings, updated deadlines, and guidance from the Financial Crimes Enforcement Network (FinCEN). AAFCPAs encourages clients to stay informed and prepared as the situation evolves.

BOI Reporting Developments

• March 21, 2025: FinCEN issued an interim final rule removing BOI reporting requirements for U.S. companies and U.S. persons, limiting reporting to certain foreign entities. New BOI reporting deadlines apply to foreign companies.
• February 27, 2025: FinCEN announced it will not impose penalties or take enforcement actions for failure to file or update BOI reports and will work on additional guidance, with an interim final rule expected by March 21, 2025.
• February 18, 2025: The U.S. District Court for the Eastern District of Texas stayed its previous order blocking FinCEN’s BOI reporting rule, effectively reinstating the reporting mandate. In response, FinCEN extended the filing deadline to March 21, 2025. 
• February 10, 2025: The U.S. House of Representatives has passed H.R. 736, which includes a provision to delay FinCEN’s BOI reporting requirements until January 1, 2026, sending the bill to the Senate for further consideration.  
• February 5, 2025: The DOJ has appealed the Samantha Smith case decision and requested a stay on the nationwide injunction, while FinCEN plans to offer a 30-day BOI filing extension if the injunction is lifted. The AICPA urges FinCEN to consider a longer extension due to ongoing confusion.
• January 24, 2025: BOI reporting remains voluntary as a nationwide court injunction continues to block enforcement of the CTA requirements, despite a Supreme Court ruling in a related case. The FinCEN has yet to issue further guidance, leaving businesses in limbo as legal challenges unfold.
• December 26, 2024: The federal court of appeals reinstated the lower court’s injunction.
• December 23, 2024: The Fifth Circuit reinstates BOI reporting requirements under the CTA, setting a new compliance deadline of January 13, 2025. Businesses are urged to act quickly to gather and verify required information to ensure compliance and avoid penalties.
• December 3, 2024: A federal court issues a nationwide injunction temporarily halting enforcement of the CTA’s BOI reporting requirements. The ruling delays the original January 1, 2025, deadline and adds further uncertainty as ongoing legal challenges continue. Businesses are advised to remain prepared for potential changes.
• September 2023: New BOI reporting requirements under the CTA are announced, set to begin January 1, 2024, affecting millions of small businesses. Existing entities are required to file by January 1, 2025, while new businesses formed after January 1, 2024, must file within 30 days of formation. Noncompliance penalties include fines and possible imprisonment.

Stay tuned for further updates as the legal landscape evolves and additional guidance becomes available.

How We Help

At AAFCPAs, we offer comprehensive tax compliance and advisory services tailored to meet the unique needs of businesses navigating complex regulatory changes, such as the CTA. Our team of experienced CPAs, tax strategists, and CERTIFIED FINANCIAL PLANNER™ professionals work closely with clients to ensure compliance with evolving requirements, minimize risk, and strategically position their businesses for long-term success. From tax reporting to planning for long-term financial success, AAFCPAs provides the expertise needed to navigate the complexities of tax law while preserving cash flow and maximizing value.

If you have questions, please contact Erica Nadeau, CPA, MST, Tax Partner at 774.512.4111 or enadeau@aafcpa.com, Stacie Amaral Field, CPA, MBA, Tax Partner at 774.512.4103 or sfield@aafcpa.com—or your AAFCPAs Partner.