Update on BOI Reporting Requirements
The February 18, 2025, decision in Smith, et al. v. U.S. Department of the Treasury, et al reinstated the beneficial ownership information (BOI) reporting requirements for reporting companies, with an extended deadline of 30 calendar days from February 19, 2025 for most companies. Subsequently, on March 2, 2025, the Department of the Treasury issued a press release stating it would not enforce any penalties or fines associated with the BOI reporting rule against U.S. citizens, domestic reporting companies or their beneficial owners.
For more information, visit https://www.fincen.gov/boi.
Overview
The Anti-Money Laundering Act of 2020, which is part of the National Defense Authorization Act for Fiscal Year 2021 and includes the Corporate Transparency Act (CTA), became law effective January 1, 2021.
In 2022, the Department of Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a rule implementing the beneficial ownership information (BOI) reporting requirements of the CTA. The rule requires companies operating in the U.S., unless exempt, to file reports with FinCEN. In addition to information about the company itself, BOI reports must include details about each “beneficial owner,” individuals who exercise “substantial control” over the company (whether or not they are owners), and company applicants.
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