Mark L. Brasee
402.978.5306mbrasee@fraserstryker.com email Mark
On February 27, 2025, the Financial Crimes Enforcement Network of the United States Department of Treasury (“FinCEN”) advised it will not issue any fines or penalties or take any other enforcement actions against any reporting companies due to failure to file or update BOI Reports pursuant to the Corporate Transparency Act (the “CTA”) by the March 21, 2025 deadline previously given. Read more about that deadline in the Firm’s previous post. FinCEN further advised no fines, penalties, or enforcement actions will be issued until a forthcoming interim final rule becomes effective.
FinCEN’s guidance regarding enforcement of the CTA was supplemented on March 2, 2025 by the United States Department of the Treasury (the “Treasury”) announcement that the Treasury will not only not enforce any penalties or fines associated with the CTA, but also that the Treasury will not enforce any penalties or fines against U.S. citizens or domestic reporting companies (i.e., entities formed by filing a document with a secretary of state or any similar office in the U.S.) or their beneficial owners after the forthcoming rule changes take effect (i.e., the forthcoming rule mentioned above from FinCEN). Essentially, the Treasury has identified that the proposed rule will likely narrow the scope of enforcement of the CTA to foreign reporting companies only. This announcement is notable considering FinCEN is a bureau of the Treasury, with the Director of FinCEN being appointed by the Secretary of the Treasury.
Given the continuously changing regulatory landscape around the CTA, reporting companies – both foreign and domestic – should continue to remain alert for further developments. Fraser Stryker will continue to provide updates regarding further material developments as they arise. Please contact the Firm with any questions regarding your obligations under the CTA.
This article has been prepared for general information purposes and (1) does not create or constitute an attorney-client relationship, (2) is not intended as a solicitation, (3) is not intended to convey or constitute legal advice, and (4) is not a substitute for obtaining legal advice from a qualified attorney. Always seek professional counsel prior to taking action.