Corporate Transparency Act Beneficial Ownership Information Requirements

UPDATED 3/2/2025:
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"The Treasury Department is announcing today that, with respect to the Corporate Transparency Act, not only will it not enforce any penalties or fines associated with the beneficial ownership information reporting rule under the existing regulatory deadlines, but it will further not enforce any penalties or fines against U.S. citizens or domestic reporting companies or their beneficial owners after the forthcoming rule changes take effect either. The Treasury Department will further be issuing a proposed rulemaking that will narrow the scope of the rule to foreign reporting companies only. Treasury takes this step in the interest of supporting hard-working American taxpayers and small businesses and ensuring that the rule is appropriately tailored to advance the public interest."

Source: U.S. Department of the Treasury

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​The Corporate Transparency Act’s (CTA) beneficial ownership reporting requirements are back on.

What happened: A federal court has lifted the injunction that was preventing the Treasury Department's Financial Crimes Enforcement Network (FinCEN) from enforcing Beneficial Ownership Information (BOI) reporting requirements under the CTA.

Now, after numerous delays pending legal challenges, certain small business now have to file their paperwork starting as early as March, according to an update FinCEN shared:

"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. FinCEN will provide an update before then of any further modification of this deadline, recognizing that reporting companies may need additional time to comply with their BOI reporting obligations once this update is provided."

What is the CTA?
The CTA was enacted by Congress on January 1, 2021, as part of the National Defense Authorization Act.  The CTA included significant reforms to anti-money laundering laws and is intended to help prevent and combat money laundering, terrorist financing, corruption, and tax fraud.  

Under the act, small businesses in the United States were required to file beneficial ownership information reports (BOIR) with the Department of the Treasury by January 1. This deadline was on hold due to federal court rulings.

In February 2025, a bill that would provide a one-year delay for small businesses from having to report their beneficial ownership information under the CTA passed the House of Representatives and was sent to the Senate. The U.S. Chamber sent a Key Vote Letter to the House supporting H.R. 736, the Protect Small Business from Excessive Paperwork Act of 2025.

Failure to submit the BOIR paperwork puts small business owners at risk of criminal penalties, imprisonment, and fines up to $10,000.

How to Comply
Click here to download the U.S. Chamber's Guide, Complying with the Corporate Transparency Act: A Guide for Small Businesses.

​Source: U.S. Chamber of Commerce