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BOI Update: AICPA Releases Statement on BOI Enforcement Freeze, Anticipates Clarification

March 07, 2025

Original publish date: January 23, 2025, 12:30 PM PT

Updated March 7, 2025: AICPA Releases Statement on BOI Enforcement Freeze, Anticipates Clarification
Yesterday, the AICPA released a statement on the BOI enforcement freeze. Treasury is not expected to enforce fines and penalties against domestic entities and U.S. citizens, however beneficial owners of foreign-owned companies operating in the United States may still be expected to file. Further clarification is needed, and we will have a clearer picture of who will be required to file BOI information with FinCEN when Treasury releases additional information later this month.

Updated March 3, 2025: Treasury Department Announces Suspension of Enforcement of Corporate Transparency Act Against U.S. Citizens and Domestic Reporting Companies

The Treasury Department is announcing today (March 2, 2025) that, with respect to the Corporate Transparency Act, not only will it not enforce any penalties or fines associated with the beneficial ownership information reporting rule under the existing regulatory deadlines, but it will further not enforce any penalties or fines against U.S. citizens or domestic reporting companies or their beneficial owners after the forthcoming rule changes take effect either. The Treasury Department will further be issuing a proposed rulemaking that will narrow the scope of the rule to foreign reporting companies only. Treasury takes this step in the interest of supporting hard-working American taxpayers and small businesses and ensuring that the rule is appropriately tailored to advance the public interest. View the Treasury Dept. press release here. 

While this is a positive development, it’s important to note that the BOI rule remains in effect, and further details regarding the final rule are still pending. We will continue to monitor this situation closely and will keep you informed of any significant updates.

Updated February 28, 2025:  FinCEN Not Issuing Fines or Penalties in Connection with Beneficial Ownership Information Reporting Deadlines
FinCEN announced on February 27 that it will not issue any fines or penalties or take any other enforcement actions against any companies based on any failure to file or update beneficial ownership information (BOI) reports pursuant to the Corporate Transparency Act by the current deadlines. No fines or penalties will be issued, and no enforcement actions will be taken, until a forthcoming interim final rule becomes effective and the new relevant due dates in the interim final rule have passed. This announcement continues Treasury’s commitment to reducing regulatory burden on businesses, as well as prioritizing under the Corporate Transparency Act reporting of BOI for those entities that pose the most significant law enforcement and national security risks.

No later than March 21, 2025, FinCEN intends to issue an interim final rule that extends BOI reporting deadlines, recognizing the need to provide new guidance and clarity as quickly as possible, while ensuring that BOI that is highly useful to important national security, intelligence, and law enforcement activities is reported.

FinCEN also intends to solicit public comment on potential revisions to existing BOI reporting requirements. FinCEN will consider those comments as part of a notice of proposed rulemaking anticipated to be issued later this year to minimize burden on small businesses while ensuring that BOI is highly useful to important national security, intelligence, and law enforcement activities, as well to determine what, if any, modifications to the deadlines referenced here should be considered.

Updated February 19, 2025: FinCEN Extends Beneficial Ownership Information Reporting Deadline by 30 Days; Announces Intention to Revise Reporting Rule

Following the February 18, 2025, decision by the U.S. District Court for the Eastern District of Texas in Smith, et al. v. U.S. Department of the Treasury, et al., 6:24-cv-00336, the Financial Crimes Enforcement Network (FinCEN) has announced that beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act are back in effect, with a new deadline of March 21, 2025 for most companies.

FinCEN has also announced that it will assess its options to further modify deadlines, while prioritizing reporting for those entities that pose the most significant national security risks. FinCEN intends to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities, including many U.S. small businesses.

Learn more here: FinCEN BOI Notice Deadline Extension (PDF) (FinCEN)

Updated February 18, 2025: BOI injunction lifted in Samantha Smith case; FINCEN to institute 30-day filing date

On February 17, the district court in the Samantha Smith case signed an order lifting the injunction.

  • FinCEN has confirmed that they are providing a 30-day extension for the BOI report filing due date.
  • FinCEN has not announced the new date.
  • The plaintiffs in the Samantha Smith case can choose to file an appeal with the Supreme Court, however, given their previous ruling in the Texas Top Cop Shop case, we expect the stay of the injunction to remain and BOI filing to be enforceable by FinCEN.

Learn more: BOI injunction lifted; FinCEN promises 30-day filing delay (Journal of Accountancy)

Updated February 6, 2025: DOJ files appeal in the Samantha Smith case
On February 5, 2025, the U.S. Department of Justice (DOJ), representing the Financial Crimes Enforcement Network (FinCEN), filed a motion to appeal the ruling in the Samantha Smith case and requested a stay on the current nationwide injunction. If the injunction is lifted, FinCEN plans to grant a 30-day extension for filing the Beneficial Ownership Information (BOI) report.

The AICPA is urging FinCEN to consider extending the filing deadline further to address the ongoing confusion and lack of awareness regarding the filing status. Meanwhile, the AICPA continues to advise those assisting clients with BOI report filings to collect the necessary information from clients and be prepared to submit the report should the injunction be lifted.

Updated January 24, 2025, 8:30 AM PT

FinCEN has posted the following alert on its webpage: 

"In light of a recent federal court order, reporting companies are not currently required to file beneficial ownership information with FinCEN and are not subject to liability if they fail to do so while the order remains in force. However, reporting companies may continue to voluntarily submit beneficial ownership information reports.

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"On January 23, 2025, the Supreme Court granted the government’s motion to stay a nationwide injunction issued by a federal judge in Texas (Texas Top Cop Shop, Inc. v. McHenry—formerly, Texas Top Cop Shop v. Garland). As a separate nationwide order issued by a different federal judge in Texas (Smith v. U.S. Department of the Treasury) still remains in place, reporting companies are not currently required to file beneficial ownership information with FinCEN despite the Supreme Court’s action in Texas Top Cop Shop. Reporting companies also are not subject to liability if they fail to file this information while the Smith order remains in force. However, reporting companies may continue to voluntarily submit beneficial ownership information reports."

Updated January 23, 2025, 3:10 PM PT: 

1. BOI Injunction is Still in Place:

  • While the Supreme Court lifted the injunction in the Texas Cop Top Shop case, the Samantha Smith case has maintained an injunction.
  • Although the Samantha Smith injunction technically applies to its plaintiffs, the courts have set it as a nationwide injunction.

2. Filing is Voluntary for Now:

  • BOI reporting remains voluntary until all ongoing legal challenges are resolved.

3. Guidance Expected Soon:

  • We anticipate receiving updated guidance from FinCEN (Financial Crimes Enforcement Network), U.S. Treasury, in the near future.

BOI Update: Supreme Court Allows Enforcement of Corporate Transparency Act


Today, the Supreme Court granted a stay on the December 5, 2024, order from the Eastern District of Texas related to BOI (Beneficial Ownership Information) reporting.

This means the preliminary injunction has been lifted while the case goes through the appeals process in the Fifth Circuit and potentially the Supreme Court, if certiorari is granted.

We’re now waiting for the Financial Crimes Enforcement Network (FinCEN) under the U.S. Treasury to issue updated guidance on the specifics and timing for BOI reporting deadlines.

As this continues to develop, we’ll keep you posted on the WSCPA blog, LinkedIn and in the Present Value newsletter. 

Learn more here: Supreme Court Allows Enforcement of Corporate Transparency Act (Bloomberg Tax)