FinCEN Extends Beneficial Ownership Information Reporting Deadlines

2 minutes

The Financial Crimes Enforcement Network (FinCEN) of the US Department of Treasury has extended beneficial ownership information (BOI) reporting deadlines to provide businesses adequate time to meet their obligations.

Report from our correspondent Jannica Santos, Attorney

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The extensions are in response to the 23 December 2024 Fifth Circuit Court of Appeals decision, which lifted a preliminary injunction that had temporarily halted the enforcement of the Corporate Transparency Act (CTA). In light of the decision, reporting companies are once again required to file BOI with the FinCEN (seeFifth Circuit Court of Appeals Temporarily Reinstates Corporate Transparency Act (24 December 2024)).

The BOI reporting deadlines are extended to 13 January 2025, rather than 1 January 2025 for:

  • reporting companies created or registered before 1 January 2024; and
  • reporting companies created or registered in the United States on or after 4 September 2024, with original filing deadlines that fell between 3 December 2024 and 23 December 2024.

For other reporting companies, the BOI reporting deadlines are extended as follows:

  • reporting companies created or registered in the United States between 3 December 2024 and 23 December 2024 have an additional 21 days from their original filing deadline to file their BOI information reports;
  • companies that qualify for disaster relief and have deadlines extending beyond 13 January 2025 should adhere to the later applicable deadline; and
  • companies created or registered in the United States on or after 1 January 2025 have 30 days from the date of receiving actual or public notice of their creation or registration to file their initial BOI reports.

Meanwhile, plaintiffs in National Small Business United v. Yellen are not currently required to report their beneficial ownership information to FinCEN at this time (seeFinCEN Addresses Compliance in Light of Corporate Transparency Act Being Ruled Unconstitutional (5 March 2024)).

FinCEN announced the extensions this week in the alert titled "Updates to Beneficial Ownership Information Reporting Deadlines – Beneficial Ownership Information Reporting Requirements Now in Effect, with Deadline Extensions."

Note: It should be noted, however, that on 26 December 2024, the full Fifth Circuit Court reversed the 23 December 2024 decision and reinstated the stay on BOI reporting, halting again enforcement of the CTA nationwide (Texas Top Cop Shop, Inc. v. Garland, No. 24-40792). IBFD will continue to monitor the status of BOI reporting requirements and report on developments as they occur.