Corporate Transparency Act Permanently Suspended

In recent days, the federal government announced that it is permanently suspending enforcement of the Corporate Transparency Act (CTA) against American reporting companies and their owners.  Effective immediately, domestic business entities are not obligated to comply with the much-maligned anti-money laundering law or its reporting deadlines.

The government’s about-face began on February 27, 2025, when the Financial Crimes Enforcement Network (FinCEN) announced that it would not penalize companies based on any failure to file or update beneficial ownership information (BOI) reports by the recently extended March 21, 2025, deadline.  In so doing, FinCEN indicated that a forthcoming regulation would establish a new set of BOI reporting deadlines.  This suggested that the government was still inclined to enforce the CTA, albeit with a modified timeline.

That all changed on March 2, 2025, when the Treasury Department issued a press release expanding on FinCEN’s earlier announcement.  In a statement published on its website, the Treasury Department declared that “not only will it not enforce any penalties or fines associated with the [BOI] 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.”  Put another way, domestic business entities and their American owners are now fully exempt from the CTA.

In the same press release, the Treasury Department noted that it intends to narrow the scope of the CTA to foreign reporting companies only.  While such a rule will be at odds with the statute’s plain language, it will be left to private citizens and interest groups to argue that the revised definition is contrary to law.  The Treasury Department has made it clear that the federal government won’t be advocating on behalf of the CTA anytime soon.

Unless and until something changes, domestic reporting companies and their American owners are exempt from the CTA.