Corporate Transparency Act Beneficial Ownership Information Reporting Requirement In Flux Again

06 Mar

Corporate Transparency Act Beneficial Ownership Information Reporting Requirement In Flux Again

Updated: March 6, 2025

The back and forth of the Corporate Transparency Act’s (CTA) beneficial ownership information (BOI) reporting requirement has swung yet again. As the penalties and fines associated with non-reporting have been lifted, there is no current mandatory requirement to file. We recommend that those entities who have not yet filed BOI should continue to monitor Financial Crimes Enforcement Network (FinCEN) announcements and apply a ‘wait and see’ approach to the new reporting requirements, which should be known by March 21, 2025.

Recent Developments

An announcement made by the Treasury Department on March 2, 2025, stated that “not only will it not enforce any penalties or fines associated with the beneficial ownership information (BOI) 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’s stance followed a FinCEN announcement on February 27, 2025, that “[n]o fines or penalties will be issued, and no enforcement actions will be taken, until a forthcoming interim final rule becomes effective and the new relevant due dates in the interim final rule have passed.”

Both announcements seem to indicate that the mandatory filing of BOI for domestic entities will likely be materially changed going forward. The focus of BOI reporting appears to be on foreign entities.

On March 4, 2025, a Michigan federal judge ruled the CTA’s BOI reporting requirements constitute an unreasonable intrusion into business owners’ privacy, violating the Fourth Amendment, and issued a limited injunction. This injunction permanently bars the federal government from enforcing the reporting requirements against the Small Business Association of Michigan and its members and from using or disclosing information they provided pursuant to the law.

With these recent announcements and new ruling, there is a high likelihood that litigation will persist related to the CTA, in general, and BOI reporting, in particular.

Once again, reporting at the current time is voluntary. We recommend business owners monitor the situation and sign up for our newsletter to ensure you continue to receive any updates. In the interim, if you would like to voluntarily report your company’s BOI and need assistance in filing, please contact your attorney or one of our Wisconsin Business Law Attorneys.

Schloemer Law Firm, S.C. has been in the business of helping Wisconsin businesses with all of their legal needs for over 95 years. We frequently assist Wisconsin businesses throughout the state, and specifically in the areas of Washington County, Dodge County, Ozaukee County, Fond du lac County, West Bend, Hartford, Slinger, Fond du Lac, Sheboygan, Menomonee Falls, and surrounding areas.