BOI Reporting and Enforcement Suspended for Domestic Entities (AGAIN)

The U.S. Department of the Treasury made yet another significant shift to Beneficial Ownership Information (BOI) reporting under the Corporate Transparency Act (CTA). On March 2, 2025, the Treasury Department announced it will no longer enforce the BOI reporting rule against U.S. citizens or domestic reporting companies. Additionally, forthcoming amendments to the BOI rule will narrow its applicability to foreign reporting companies only. This announcement followed the February 27, 2025 statement from the Financial Crimes Enforcement Network (FinCEN) declaring a pause on enforcement actions related to CTA noncompliance. 

Timeline of Key Developments 

• December 3, 2024 – A U.S. District Court in Texas issued a nationwide injunction, halting CTA enforcement. 

• December 23, 2024 – A Fifth Circuit panel temporarily lifted the injunction, reinstating BOI reporting obligations. 

• December 26, 2024 – The Fifth Circuit merits panel reinstated the nationwide injunction, blocking CTA enforcement again. 

• February 17, 2025 – The injunction was lifted, requiring compliance with BOI reporting deadlines. FinCEN extended the BOI reporting deadlines to provide additional time for compliance. 

• February 27, 2025 – FinCEN announced it would not impose penalties or take enforcement actions for BOI reporting noncompliance. 

• March 2, 2025 – The Treasury Department declared that it will no longer enforce BOI reporting requirements for U.S. citizens or domestic entities and will issue rule changes limiting reporting obligations to foreign reporting companies. 

What This Means for Domestic Reporting Companies 

For U.S.-based entities that previously fell under the CTA’s reporting requirements, this announcement provides immediate relief: 

• No Further Compliance Obligations – Domestic reporting companies are no longer required to submit BOI reports. 

• Rule Change Pending – The Treasury Department is expected to release an amended rule that will officially limit reporting requirements to foreign entities. 

• Unclear Treatment of Previously Filed Reports – The status of BOI information already submitted to FinCEN remains uncertain, raising questions about data security and potential regulatory action in the future. 

Next Steps for Affected Businesses 

• Monitor Further Developments – Businesses should stay informed on the forthcoming rule change to ensure continued compliance (or non-compliance) as regulations evolve. 

• Evaluate Voluntary Reporting Risks – Companies that have already filed reports may need to assess the impact of their disclosures and whether any additional actions are necessary. 

• Consult Legal Counsel – Given the shifting regulatory landscape, legal guidance remains essential in understanding the implications of the Treasury’s announcement. 

Conclusion 

This latest development represents another significant shift in the federal government’s approach to corporate transparency regulation. The Treasury Department’s decision to halt enforcement of the BOI reporting rule for domestic entities marks a departure from prior regulatory intent, significantly reducing compliance burdens for U.S.-based businesses. While the rule change has yet to be formally implemented, domestic reporting companies may take comfort in knowing that enforcement actions have ceased at this time. We will continue to provide updates as additional guidance emerges.

If you have questions about how these changes impact your business, contact us today for guidance and support.