CTA/BOI Reporting Moves Forward With Delayed Deadlines And Penalties On Hold

Developments continue with the U.S. Corporate Transparency Act and its reporting requirement even as the reporting deadline is extended and the government says it won’t enforce penalties.

Alicea Castellanos is the CEO and Founder of Global Taxes LLC

Developments continue with the U.S. Corporate Transparency Act and its reporting requirement even as the reporting deadline is extended and the government says it won’t enforce penalties.

The U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) now  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,” the agency says. No later than March 21, FinCEN intends to issue an interim final rule that extends BOI reporting deadlines. The agency 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.

FinCEN’s announcement comes on the heels of a federal judge in Maine has ruled that the U.S. Corporate Transparency Act is justified under the commerce clause of the U.S. Constitution. A federal judge in Texas has also lifted a previous injunction concerning the CTA.

U.S. District Judge Stacey D. Neumann in Maine granted a motion for summary judgment from the U.S.  government. She denied a similar bid from William Boyle, a majority owner of companies in the state who sued last year in March seeking a judgment that the CTA is unconstitutional. Other taxpayers have filed similar suits, with varying success.

In her ruling, Judge Neumann said the U.S. Congress was correct in finding that the so-called beneficial ownership information (BOI) called for in the CTA is necessary for protecting interstate and foreign commerce, and that lawmakers "asserted a rational basis for concluding the existence of corporate entities has a substantial effect on interstate commerce."

U.S. District Judge Jeremy Kernodle in Tyler, Texas, has also put on hold an order he previously issued halting the CTA’s enforcement after President Trump’s said it would reevaluate regulations implementing the law “to alleviate the burden on low-risk entities.”

All domestic and foreign entities formed or registered to do business in the U.S. were called upon to file the BOI report unless they meet conditions of exception. Companies must report contact information on all individuals who own or control at least 25% of the ownership interests of the company.

FinCeEN originally extended the deadline for most companies to report BOI, to March 21.

Further delays are possible. On Feb. 10, the U.S. House of Representatives passed the Protect Small Business from Excessive Paperwork Act, a bipartisan-supported measure that proposes postponing the BOI reporting deadline for most companies to Jan. 1, 2026. The bill now heads a U.S. Senate committee.

Two Republican congressmen, Sen. Tommy Tuberville of Alabama and Representative Warren Davidson of Ohio, have also reintroduced the Repealing Big Brother Overreach Act, a bill to eliminate the Corporate Transparency Act. This bill does not have bipartisan support.

We’ll keep you updated on the rapidly changing situation with BOI reporting.

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Alicea Castellanos is the CEO and Founder of Global Taxes LLC. Alicea provides personalized U.S. tax advisory and compliance services to high-net-worth families and their advisors. Alicea has more than 20 years of experience. Prior to forming Global Taxes, Alicea founded and oversaw operations at a boutique tax firm, worked at a prestigious global law firm and CPA firm. Alicea specializes in U.S. tax planning and compliance for non-U.S. families with global wealth and asset protection structures which include non-U.S. trusts, estates, and foundations that have a U.S. connection.

Alicea also specializes in foreign investment in U.S. real estate property and other U.S. assets, pre-immigration tax planning, U.S. expatriation matters, U.S. persons in receipt of foreign gifts and inheritances, foreign accounts and assets compliance, offshore voluntary disclosures/tax amnesties, and foreign companies wanting to do business in the U.S. Alicea is fluent in Spanish and has a working knowledge of Portuguese.

Alicea is an active member of the Society of Trusts & Estates Practitioners (STEP), the New York State Society of Certified Public Accountants (NYSSCPA), the American Institute of Certified Public Accountants (AICPA), the International Fiscal Association (IFA), a member of Clarkson Hyde Global, a world-wide association of accountants, auditors, tax specialists and business advisors and the Global Referral Network (GRN).

Distinctly, in 2020, Alicea was awarded with a prestigious NYSSCPA Forty Under 40 Award. She was selected as someone that has notable skills and is visibly making a difference in the accounting profession. Alicea has also been recognized as a leading expert for tax advice and she has been invited to join Advisory Excellence, as their exclusively recommended tax expert in the USA.

In 2021 and 2022, Alicea won Gold and Silver in Citywealth's Powerwomen Awards for USA - Woman of the Year - Business Growth (Boutique). In 2023, she received Gold for Company of the Year - Female Leadership (Boutique) and was listed in the Global Elite Directory, an exclusive directory of top wealth advisors.

In 2024, Alicea was named to Citywealth's Top 50 Tax Professionals, shortlisted for the Magic Circle Awards, peer-nominated as a Non-Legal Adviser, and appointed as a judge for the Citywealth Powerwomen Awards USA. She is also certified as an International Business Advisory Firm by AuditTrust International and a proud STEP member for 2024/2025.