In a significant development for U.S. businesses, the requirement to file Beneficial Ownership Information (BOI) reports under the Corporate Transparency Act (CTA) has been reinstated after a temporary suspension. This follows a series of judicial injunctions issued by the U.S. District Court for the Northern District of Texas, which had previously paused the reporting obligations. The latest court order, dated February 18, 2025, has lifted the stay, effectively restoring the filing mandate after a weeks-long hiatus.

Extended Deadline Offers Relief
Recognizing the legal complexities and delays caused by the court injunctions, the Financial Crimes Enforcement Network (FinCEN) has granted businesses additional time to comply. The new deadline for submitting BOI reports is now March 21, 2025. Reports must be filed electronically through FinCEN's BOI E-Filing System. Failure to meet this deadline could result in civil or criminal penalties under the CTA, underscoring the importance of timely compliance.

Possibility of Further Extensions
FinCEN is currently assessing whether an additional extension to the filing deadline is necessary. Meanwhile, proposed legislation in Congress seeks to push the deadline even further, to January 1, 2026. Businesses are encouraged to stay informed about updates from FinCEN and legislative developments to ensure they remain compliant with any changes to the reporting timeline.

What Businesses Should Do Now
With the reinstatement of the BOI reporting requirement, businesses should take immediate steps to gather the necessary information and prepare their filings. Key actions include:

1. Identify Beneficial Owners: Determine which individuals meet the 25% ownership threshold or exert substantial control over the entity.
2. Gather Required Information: Collect details such as full legal names, dates of birth, addresses, and identification numbers for each beneficial owner.
3. Monitor Updates: Stay alert for any further extensions or changes to the filing requirements by following updates from FinCEN and Congress.

The reinstatement of the BOI reporting requirement marks a critical step in the implementation of the CTA. While the extended deadline provides some breathing room, businesses should act promptly to avoid penalties and ensure compliance with this important anti-financial crime measure. For additional information contact Tarlow Breed Hart & Rodgers, P.C. at (617) 218-2000.