Beneficial Ownership and Corporate Transparency Act—Update—Again—Deadline for Filing

The new BOI reporting deadline for most reporting companies is now March 21, 2025. Please see below for a timeline of the pending litigation in Smith, et al. v. U.S. Dept. of Treasury regarding the new reporting deadline.

 On January 7, 2025, the U.S. District Court in Smith, et al. v. U.S. Dept. of Treasury, et al. issued an order staying the effective date of the BOI reporting rule. This court acknowledges the Texas Top Cop Shop, Inc., v. Garland—another case regarding an injunction and deadlines to file stating “and courts have reached different conclusions about the law’s constitutionality.”

• On February 5, 2025, the government filed a Notice of Appeal of the Order above and a Motion for Stay Pending Appeal in Smith.

• On February 17, 2025, the Smith Court issued an Order granting the government’s Motion which effectively provided that BOI reporting requirements are back in effect with an extended deadline.

• On February 18, 2025, FinCEN published a Notice titled FinCEN Extends Beneficial Ownership Information Reporting Deadline by 30 Days; Announces Intention to Revise Reporting Rule (attached). The Notice states that the extended deadline to file an initial, updated, or corrected BOI report is March 21, 2025.

• On February 19, 2025, FinCEN sent an email alert regarding the District Court’s February 18 [sic], 2025, Order reinforcing the new reporting deadline as March 21, 2025.