Alert – Corporate Transparency Act – No Fines, Penalties, or Enforcement

The date of this alert is March 3, 2025. I want to be clear that my reference to the repeated changes in guidance and reporting requirements relating to the Corporate Transparency Act (the “Act”) being absurd or a clown show were not political statements or sentiments. FinCen’s changes in guidance and reporting requirements have been in constant flux since December 2024.

On February 27, 2025, FinCen issued new, significant guidance. Based on prior guidance, the current deadline to submit the required Beneficial Ownership Interest report (“BOI”) is on or before March 21, 2025. FinCen just announced that NO fines, penalties, or enforcement actions will be assessed to companies that fail to submit a BOI by March 21, 2025.

Prior to March 21, 2025, FinCen will issue a new interim rule indicating which companies will and will not have to submit a BOI under the Act. But, it will be a while before this interim rule actually becomes final. If I had to guess, I believe it would not be until late 2025 or early 2026 before this interim rule becomes final.

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So, what to do? I would generally recommend to hold-off on preparing and submitting a BOI until FinCen’s rule has become final. Even though we are waiting for the rule to become final, you still have the ability to voluntarily submit the BOI report if you so choose.

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Chris Corpus

Founding Partner at Corpus Law Inc

This article does not provide legal advice or create an attorney-client relationship. If you have any questions or would like to learn more about this topic or if you have other legal questions, do not hesitate to contact Chris Corpus, Esq. of Corpus Law Inc at 216-973-2475. Copyright Christopher A. Corpus 2025.