On March 2, 2025, the U.S. Treasury Department announced that it will no longer enforce any penalties or fines against U.S. citizens and domestic companies for failing to disclose Beneficial Ownership Information (BOI) under the Corporate Transparency Act’s (CTA) reporting requirements. Additionally, the Treasury plans to issue a proposed rulemaking that would narrow the CTA's scope, limiting it to foreign reporting companies only. As written, U.S. citizens and domestic companies are effectively exempt from compliance with the CTA under the current framework.
The enforcement of the Corporate Transparency Act has been marked by a series of legal challenges and regulatory changes over the past several months. Below is a timeline highlighting the most significant events:
| Date | Event | Impact |
| Dec 3, 2024 | Nationwide injunction issued in Texas Top Cop Shop | Halts CTA enforcement |
| Dec 23, 2024 | Fifth Circuit lifts injunction | Revives reporting; FinCEN extends deadline to January 13, 2025 |
| Dec 26, 2024 | Fifth Circuit reinstates injunction | Halts CTA enforcement |
| Jan 7, 2025 | Injunction issued in Smith v. U.S. Department of the Treasury | Halts CTA enforcement |
| Jan 23, 2025 | Supreme Court stays Texas Top Cop Shop injunction | Allows CTA enforcement to proceed under Texas Top Cop Shop, but enforcement remains paused due to Smith injunction. |
| Feb 18, 2025 | Smith injunction lifted | CTA enforceable again; FinCEN extends deadline to March 21, 2025 |
| March 2, 2025 | Treasury announces no penalties for US corporations, plans to narrow rule to foreign companies | As written, US corporations no longer have to comply with CTA reporting |
The series of legal back-and-forth regarding the Corporate Transparency Act (CTA) seems to have reached a temporary resolution. While the CTA itself has not been abolished, the Treasury Department's recent announcement that it will not enforce penalties or fines for non-compliance effectively means there is no immediate obligation for U.S. citizens or domestic companies to report beneficial ownership information under the CTA.
Gutwein Law will continue to monitor developments closely and keep you informed of any further updates or changes. Should you have any questions, please don’t hesitate to reach out.