The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) announced that following a February 18, 2025, decision by the U.S. District Court for the Eastern District of Texas, beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are back in effect.

All filing obligations under the CTA were initially suspended pending an injunction issued by the U.S. District Court for the Eastern District of Texas on December 3, 2024.

As the Department of the Treasury recognizes that reporting companies may need additional time to comply, FinCEN is generally extending the reporting deadline by 30 calendar days from February 19, 2025.

Updated Deadlines

Below are the updated reporting deadlines announced by FinCEN:

• For the vast majority of reporting companies, the new deadline to file an initial, updated, and/or corrected BOI report is now March 21, 2025.
• Reporting companies that were previously given a deadline later than March 21, 2025, must file their initial BOI reports 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 that April deadline.

Further Developments

FinCEN indicated it will assess the need for further deadline modifications during this 30-day period, while prioritizing reporting for entities that pose the most significant national security risks. If there are any further updates to the March 21, 2025, deadline, FinCEN acknowledged that reporting companies may need additional time to comply with reporting obligations, though FinCEN offered no further guidance at this time.

FinCEN also intends to start the process of revising the BOI reporting rule this year, with the aim of reducing burden for lower-risk entities, including many U.S. small businesses.

Businesses subject to the CTA should be prepared to make beneficial ownership filings by the applicable current deadline in the event there are no additional extensions.

Pryor Cashman will continue monitoring developments regarding this matter. In the meantime, please contact your Pryor Cashman attorney with any questions you may have.