Since our last update in January 2025, there have been pivotal changes regarding the Corporate Transparency Act (CTA) along with its current rules. On March 2, 2025, the U.S. Treasury Department announced that CTA requirements for U.S. citizens and domestic reporting companies will come to a halt regarding its enforcement. This means that, until further notice, domestic entities are not required to submit Beneficial Ownership Information (BOI) reports to the Financial Crimes Enforcement Network (FinCEN). Subsequently, on March 21, 2025, FinCEN issued a final ruling that exempts all domestic reporting companies and their beneficial owners from the BOI reporting requirements. As of right now, this ruling narrows the overall scope of the CTA to apply only to foreign entities registered to do business in the U.S. while enforcement is put on a pause for domestic entities.
While this ruling is in effect, no penalties will be imposed for noncompliance with BOI reports for domestic entities (e.g., LLCs, corporations, similar entities, etc.). Despite all of this, it is important to note that this is not a repeal of the law and it’s essential to stay informed in light of potential future changes. FinCEN has indicated that they plan to announce public comments in connection with potential revisions to the existing BOI reporting requirements later this year. With that being said, ultimately if the CTA is upheld businesses may be required to comply according to limited timeframes and criteria.