House Votes to Extend Corporate Transparency Act Deadline

Important Note: On February 17, 2025, a Texas Federal Judge lifted the final remaining nationwide injunction on enforcement of the Corporate Transparency Act. This means the Beneficial Ownership Information Report is required again and the new deadline to file is March 21, 2025. You can learn more about the current status of the beneficial ownership information (BOI) report on our BOI Report Requirements Timeline.

Small business owners may soon get a break from the looming Corporate Transparency Act (CTA) deadline. On February 10, the House of Representatives unanimously passed the Protect Small Businesses from Excessive Paperwork Act of 2025, a bill that would extend the CTA filing deadline to Jan. 1, 2026, for all businesses formed before Jan. 1, 2024. The bill now heads to the Senate, where it’s expected to pass this week.

What does this mean for small businesses?

If the bill becomes law, businesses created before Jan. 1, 2024, would have an extra year to file their Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN). However, businesses formed on or after Jan. 1, 2024, would still be subject to the original 30-day filing deadline — unless FinCEN changes its guidance.

What’s happening with the CTA in court?

The CTA, which went into effect on Jan. 1, 2024, requires most small businesses to report beneficial ownership information details to FinCEN. However, on March 1, 2024, a federal court in Alabama ruled the law unconstitutional in National Small Business United v. Yellen. This ruling temporarily blocks FinCEN from enforcing the CTA against National Small Business United (doing business as the National Small Business Association) members, but it does not apply to all businesses. Meanwhile, another case — Smith v. U.S. Department of Treasury — made its way through the Fifth Circuit Court of Appeals.

On February 17, 2025, a Texas Federal Judge lifted the final remaining nationwide injunction on enforcement of the Corporate Transparency Act from Smith v. U.S. Department of Treasury. This means the Beneficial Ownership Information Report is required again, and the new deadline to file is March 21, 2025.

Courtney Dickey, Chief Legal Officer at ZenBusiness, had weighed in on the case earlier, saying, “The fact that the Department of Justice, on behalf of the Department of Treasury, is appealing the injunction in the Fifth Circuit Smith v. Department of Treasury, indicates that there’s some interest in survival of the Corporate Transparency Act in some (possibly abbreviated) version.”

What happens next?

If the Senate passes the Protect Small Businesses from Excessive Paperwork Act of 2025, businesses formed before Jan. 1, 2024, will have until Jan. 1, 2026, to file their BOI reports. However, businesses created in 2024 or later would still be required to file within 30 days.

“The Protect Small Businesses from Excessive Paperwork Act of 2025 is attempting to preempt FinCEN’s continually delayed deadline by affirmatively assigning a deadline of January 1, 2026, for all entities created before January 1, 2024 [this deadline was originally January 1, 2025], despite any judicial decisions,” Dickey explained.

She continued, “With that being said, the bill does not address entities created after January 1, 2024, so we can only assume that FinCEN would revert back to a 30-day deadline for those entities, assuming the CTA survives the current judicial scrutiny.”

What should business owners do now?

As of this writing (Feb. 19, 2025), the nationwide preliminary injunction halting the enforcement of the Corporate Transparency Act’s reporting requirements from the Smith v. U.S. Department of the Treasury has been lifted. This means that BOI report filing is again mandatory. The Senate could also pass the extension, so business owners should continue monitoring FinCEN’s updates and any new court rulings.

For more information and background about the BOI report, see our Beneficial Ownership Report Guide.

How ZenBusiness Helps You Prepare for Compliance

At ZenBusiness, we understand that legal compliance can be confusing and stressful, and the current court battle over the CTA certainly illustrates that. That’s why we offer our Beneficial Ownership Information Filing Service. With this service, we guide you through the process of BOI reporting so that you’ll have the peace of mind of knowing you’re in compliance. With ZenBusiness, you can focus on growing your business while we handle the complexities of compliance.

Beneficial Ownership Reporting
Requirements Timeline

Date	Event
January 1, 2021	Corporate Transparency Act Enacted: The CTA was passed as part of the National Defense Authorization Act for Fiscal Year 2021, establishing the foundation for BOI reporting requirements.
September 29, 2022	Final Rule Published: FinCEN issued the final BOI reporting rule, setting the compliance date for January 1, 2024, to allow reporting companies time to prepare.
November 29, 2023	Deadline Extension Announced: FinCEN extended the deadline for reporting companies created or registered in 2024 to file their initial BOI reports from 30 to 90 calendar days after receiving notice of their creation or registration.
January 1, 2024	Effective Date of BOI Reporting Rule: The BOI reporting rule became effective, requiring certain entities to report beneficial ownership information to FinCEN.
December 3, 2024	Nationwide Preliminary Injunction Issued: A federal court in Texas granted a nationwide preliminary injunction, halting the enforcement of the CTA’s reporting requirements, thereby making BOI filing optional pending further legal proceedings.
December 5, 2024	Government Appeals Injunction: The U.S. Treasury Department filed a notice of appeal against the preliminary injunction, seeking to reinstate the BOI reporting requirements.
December 23, 2024	BOI Reporting Requirement Reinstated with Deadline Extensions: The U.S. Court of Appeals temporarily overturned the earlier decision to pause the CTA requirements. Businesses are once again required to file the BOI Report. To give businesses more time to adjust to this change, FinCEN extends the deadline for filing these reports to January 13, 2025.
December 26, 2024	Nationwide Injunction Re-Issued: A different appellate panel put the earlier pause on the CTA back in place, thereby making BOI filing optional once again, pending further legal proceedings.
December 31, 2024	Emergency Application to Reinstate CTA Filed: The Department of Justice (DOJ) filed an emergency application with the Supreme Court to reinstate the CTA requirements. One of the Supreme Court judges, Justice Alito, set a deadline for the plaintiffs to respond by January 10, 2025 at 4PM EST.
January 10, 2025	Plaintiffs Respond to Emergency Application: The plaintiffs filed a 317-page response to the U.S. Supreme Court by the January 10 deadline. Now, the matter will go on a conference list (the Justices meet in private conference twice a week) to decide whether or not they will hear oral arguments. If they don’t, the nationwide injunction will remain in place.
January 23, 2025	Ongoing Litigation Despite Supreme Court Order: The Supreme Court granted the government’s motion to lift a nationwide injunction issued by a federal judge in Texas (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.
February 5, 2025	Department of Justice Files Appeal: The Department of Justice on behalf of the Department of Treasury filed an appeal to the Fifth Circuit Court in the one remaining case with a nationwide injunction on enforcement of the Corporate Transparency Act: Smith v. Department of Treasury. Upon learning of the appeal, FinCEN issued a notice stating that if the appeal is granted, and the injunction is lifted, it would push back reporting requirements by 30 days.
February 17, 2025	BOI Report Required Again: A Texas Federal Judge lifted the final remaining nationwide injunction on enforcement of the Corporate Transparency Act. This means the Beneficial Ownership Information Report is required again and the new deadline to file is March 21, 2025.

As of February 17, 2025, filing your BOI report is required again and the new deadline is March 21, 2025. We’re here to help you file securely and accurately.

Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.