The BOI reporting deadline is now confirmed for March 21, 2025, following a judicial ruling that reinstated the Corporate Transparency Act (CTA). Businesses required to report Beneficial Ownership Information (BOI) must do so before the deadline to remain compliant and avoid penalties.
What This Means for Businesses
A court decision in Samantha Smith and Robert Means v. U.S. Department of the Treasury (No. 6:24-CV-336, E.D. Texas) has lifted the nationwide injunction on BOI reporting. This means that:
- Most businesses must submit BOI reports by March 21, 2025.
- Companies with pre-approved extensions (such as disaster relief) must adhere to their assigned deadlines.
- FinCEN has not granted further extensions but is reviewing potential rule adjustments.
For businesses that have yet to complete their BOI filing, now is the time to act. Failure to comply with the deadline could result in costly penalties and legal consequences.
What is the Corporate Transparency Act (CTA)?
The Corporate Transparency Act (CTA) is a federal law designed to combat financial crimes, such as money laundering, fraud, and tax evasion. It requires certain businesses to disclose their beneficial owners to the U.S. Department of the Treasury.
Who Needs to File a BOI Report?
- Corporations, LLCs, and similar business entities formed in the U.S.
- Foreign businesses registered to operate in the U.S.
- Businesses with a controlling individual or owner holding 25% or more equity.
However, some businesses may qualify for exemptions based on their structure, revenue, or regulatory status. Always check with a legal professional to determine if your business is required to file.
Who is Considered a Beneficial Owner?
A beneficial owner is any individual who:
- Owns at least 25% of a company’s equity.
- Exercises substantial control over a company’s decisions.
- Receives significant economic benefits from the company.
This applies to business owners, executives, and individuals with major voting rights in the company.
What Happens If You Miss the BOI Deadline?
Failing to meet the March 21, 2025 BOI reporting deadline can result in severe financial and legal consequences:
- Fines of up to $606 per day, with a maximum of $10,000 in penalties.
- Criminal penalties, including up to two years in prison for willful non-compliance.
- Additional legal actions if the failure to file is deemed fraudulent.
Businesses should take immediate action to ensure compliance and avoid costly consequences.
How to File & Stay Compliant
Filing a BOI report is straightforward, but businesses should act before the deadline to avoid last-minute issues.
✔ Step 1: Gather Required Information
- Legal business name and entity type
- Business identification number (EIN)
- Beneficial owner details, including name, date of birth, and address
✔ Step 2: Submit Your BOI Report
File your report using FinCEN’s E-Filing system at no cost.
✔ Step 3: Keep Records Updated
If any ownership or business details change, companies must update their BOI report promptly.
✔ Step 4: Consult a Legal Expert
If unsure about compliance, seek guidance from an attorney or financial advisor.
March 21, 2025: No Further Extensions Announced
With no further deadline extensions, businesses must prioritize compliance and submit their BOI reports on time. Staying proactive ensures regulatory adherence and prevents unnecessary penalties.
Ready to stay informed? Contact us today to discuss how we can help your business stay compliant.
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