BOTTOM LINE: The Corporate Transparency Act (CTA) is now fully enforceable. Most business entities—including condominiums and HOAs—must now report their beneficial ownership information by March 21, 2025.
All Injunctions Lifted; New BOI Reporting Deadline Set
On February 18, 2025, a U.S. District Court lifted the last nationwide injunction that had blocked enforcement of the CTA by the Financial Crimes Enforcement Network (FinCEN) of the U.S. Department of the Treasury.
As a result, business entities (“reporting companies”) must now report their beneficial ownership information (BOI) to FinCEN. This information includes the identities of the business owners. For most companies, FinCEN has set a new reporting deadline of March 21, 2025. For further details, see the FinCEN Extension Notice.
What Businesses Need to Know Now
BOI Reporting is Mandatory Once Again
BOI reporting requirements are reinstated nationwide. All reporting companies must comply by March 21, 2025 unless FinCEN announces further deadline modifications or your business falls into an exception specified in the FinCEN Extension Notice. According to the Community Associations Institute this includes community association, such as condominium associations and homeowners associations (HOAs). See, “On Again: Corporate Transparency Act reporting requirements reinstated.”
FinCEN Expected to Issue Additional Guidance
FinCEN is expected to provide further guidance regarding possible clarifications or modifications to the reporting rule to reduce burdens on low-risk entities, including small businesses. FinCEN is reportedly working on a “interim final rule.”See, FinCEN Homepage,
Statting that the proposed rulemaking that will narrow the scope of the rule to foreign reporting companies only.
FinCEN Not Issuing Fines or Penalties Pending Passage of Interim Rule
FinCEN announced on its website that it will not be issuing fines or penalties in connection with beneficial ownership reporting deadlines “until a forthcoming interim final rule becomes effective and the new relevant due dates in the interim final rule have passed.” See, FinCEN Homepage. See also Department of Treasury Press Release indicating that the “rulemaking will narrow the scope of the rule,” possibly “to foreign reporting companies only.”
Nonetheless, we recommend complying with the new March 21, 2025 deadline given ongoing uncertainty as to when the “Final Rule” will take effect and what it will require. Additionally, the March 21, 2025 deadline is still in effect, See FinCEN’s BOI Information webpage.
Potential Legislative Relief Still Uncertain
Congress has been considering modifications to the CTA’s reporting deadlines. The House of Representatives recently passed H.R. 736, a bipartisan bill proposing an extension of the BOI filing deadline until January 1, 2026. However, the Senate has yet to act on this measure.
What This Means for Businesses
✅ Take Action Now—File to Avoid Compliance Issues
Given the reinstated CTA requirements, businesses should file their BOI reports as soon as possible. Even with FinCEN’s extension, waiting could lead to compliance risks and potential penalties if the compliance deadline is missed. FinCEN has an E-Filing system available at https://boiefiling.fincen.gov.
🚨 Monitor FinCEN for New Guidance
Businesses should stay informed about any upcoming announcements from FinCEN regarding additional extensions, exemptions, or enforcement priorities. See the FinCEN website for updates
🔍 Stay Prepared for Possible Changes
With legal challenges and pending legislation still in motion, the regulatory landscape could shift again. However, unless new legal action or legislative intervention occurs, businesses should assume compliance is required immediately.
Conclusion
CTA reporting obligations are back in effect, and businesses must ensure they meet their BOI reporting requirements. While a formal extension from FinCEN provides some relief, companies should still prepare to file as soon as possible. FinCEN may introduce further modifications, but businesses should remain vigilant and stay ahead of any updates. Additionally, the pending appeal of the Smith and other CTA court decisions has the potential to change the reporting obligations again, so continued monitoring of legal developments is crucial. For latest updates, access the FinCEN website.
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