If you own an LLC, you’ve probably heard about the Beneficial Ownership Information (BOI) reporting requirement under the Corporate Transparency Act (CTA).
This new rule, which took effect on January 1, 2024, requires many businesses to disclose their beneficial owners to the Financial Crimes Enforcement Network (FinCEN).
But with lawsuits, government backtracking, and new Treasury announcements, business owners are understandably confused.
So, do you still need to file a BOI report for your LLC? The short answer: maybe, but there’s a major shift in enforcement. Here’s what’s happening.
Treasury’s Latest Announcement: No Fines (For Now)
For months, the BOI reporting requirement has been tangled in legal challenges. But in February 2025, a Texas federal court lifted an earlier ruling that had blocked enforcement, effectively reinstating the filing requirement. That meant businesses needed to start preparing for the March 21, 2025 deadline.
Then, just days ago—on March 2, 2025—the U.S. Treasury Department made a surprising move:
• They will not enforce penalties or fines for not filing a BOI report at this time.
• This applies both under the current deadlines and after future rule changes take effect.
• While this does not eliminate the requirement, it signals that Treasury is temporarily easing up on enforcement.
What This Means for Your LLC on S-corp
This announcement does not mean you are legally exempt from filing a BOI report. Instead, it suggests that Treasury is taking a wait-and-see approach while courts continue to review the CTA’s constitutionality.
Here’s what you should know:
✅ If your LLC qualifies for one of 23 exemptions, such as being a large operating company (20+ employees, $5M+ revenue) or an inactive business (pre-2020, no active operations), you don’t need to file—period.
✅ If your LLC is required to file, the rule still technically applies, but there’s no risk of immediate penalties if you delay filing past March 21.
✅ Legal battles are ongoing. The Fifth Circuit Court of Appeals will hear a key case on March 25, 2025, which could change everything again.
Should You File or Wait?
With Treasury’s recent statement, many small business owners are asking: should I bother filing if there are no fines for now?
• Some businesses are frustrated—they already spent time and money filing, only to see enforcement put on hold.
• Others are relieved—the uncertainty gave them breathing room to figure things out.
• Some are still confused—without a definitive ruling, they don’t know if they should comply or wait.
Our Recommendation
1️⃣ Check if your LLC qualifies for an exemption. If you don’t need to file, you’re in the clear.
2️⃣ If you’re required to file, you might want to hold off—at least until late March. The upcoming court hearing could change things again.
3️⃣ If you prefer to stay compliant, you can still file, knowing penalties aren’t being enforced for now.
At the end of the day, this is not a free pass—just a pause on penalties. Stay updated with FinCEN, Treasury announcements, and court rulings before making your final decision.
Want help determining if your LLC needs to file? Drop your questions in the comments!