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On March 2, 2025, the Treasury Department announced that it will not enforce penalties or fines against U.S. citizens or domestic reporting companies and their beneficial owners for non-compliance with the Corporate Transparency Act (“CTA”).

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This announcement comes after the Financial Crimes Enforcement Network’s (“FinCEN”) February 27, 2025, press release stating that they would not issue fines or penalties to, or take any other enforcement actions against, companies that fail to (i) file their BOI Reports, or (ii) update their previously filed BOI Reports, prior to the March 21, 2025, deadline. FinCEN also announced that it intended to issue an interim final rule (“Interim Rule”), no later than the current March 21, 2025, deadline, that will extend the BOI Reports deadlines once again. However, according to the Treasury's announcement, the Interim Rule would narrow the rule's scope to foreign reporting companies only.

It is unclear what position FinCEN will take with respect to enforcement of the proposed rule against non-U.S. citizens and foreign reporting companies.

As the new administration weighs in on the CTA, the Senate is still considering <a title="https://www.congress.gov/bill/119th-congress/house-bill/736/text?s=1&amp;r=26&amp;q=%7B%22search%22%3A%22HR736%22%7D" href="https://www.congress.gov/bill/119th-congress/house-bill/736/text?s=1&amp;r=26&amp;q=%7B%22search%22%3A%22HR736%22%7D" target="_blank" rel="noopener">H.R.736</a>, which passed the House unanimously and would delay enforcement of the CTA until 2026. Notably, the bill would not narrow the scope of the CTA in the way the Treasury intends to narrow the scope of the Beneficial Ownership Information Reporting Requirements rule.

For more information about the CTA and its requirements, please contact a member of our team, or see our prior alerts on the CTA.

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Treasury Suspends Enforcement of the Corporate Transparency Act for U.S. Citizens and Companies

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