Treasury Pushes Corporate Transparency Act Deadline to March (1)

The US Treasury Department extended the deadline for US business entities to comply with the Corporate Transparency Act’s beneficial ownership disclosure requirements to March 21, 2025, the department’s Financial Crimes Enforcement Network said.

The announcement came Tuesday evening after the US District Court for the Eastern District of Texas stayed the last remaining nationwide block against enforcement of the CTA, which had been successively enjoined throughout December and January.

Most businesses have 30 calendar days to file their beneficial ownership information reports, after which FinCEN said it will “assess its options to further modify deadlines,” according to the announcement. Companies that had qualified for disaster relief from the CTA deadline can still file by a later, April 2025 deadline, the agency said.

The US House of Representatives voted 408-0 on Feb. 10 in favor of pushing the CTA’s reporting deadline to January 1, 2026, but the Senate hasn’t taken action on the bill.

The government had been accepting companies’ beneficial ownership disclosures—identifying who owns and controls an entity, either directly or indirectly—on a voluntary basis since the CTA was enjoined nationwide late last year. The US Supreme Court lifted that first injunction on Jan. 23, and a Texas federal judge on Monday lifted his own order blocking key regulations in light of the justices’ decision.

The move temporarily lifted the final roadblock stopping the Treasury Department from enforcing the CTA after the law had spent weeks in limbo.

The CTA was enacted as part of an anti-money laundering package in the 2021 National Defense Authorization Act. Supporters say the law is a necessary tool to combat illicit financial schemes like tax evasion and terrorist financing, which often employ anonymous shell companies. But US business owners repeatedly challenged the law as costly and in excess of Congress’s constitutional powers.

FinCEN said in its announcement that it “intends to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities, including many US small businesses.”

District courts have been split on the issue. A federal court in Maine upheld the law as constitutional on Monday, and judges in Virginia, Michigan, and Oregon all declined business’s requests for preliminary injunctions. But federal courts in Alabama and Texas obliged, with the Texas court choosing to halt enforcement nationwide.

That nationwide order, issued just weeks before the CTA’s original Jan. 1, 2025, deadline, caused whiplash in compliance offices over the holidays. The US Court of Appeals for the Fifth Circuit first lifted the Texas court’s injunction, then reinstated it, before the Supreme Court lifted it again pending the government’s appeal.

That case, Texas Top Cop Shop Inc. v. Bondi, is scheduled for oral arguments on April 1.