Legislation Would Extend BOI Reporting Deadline

Andrew Lom Commentary by Andrew Lom
"The beneficial ownership reporting requirements of the Corporate Transparency Act [] are excessive and overly burdensome, particularly for small businesses ... This commonsense legislation delays these unreasonable standards ... providing further time for the courts to continue their examination of the constitutionality of the CTA."
Thom Tillis, US Senator
"The beneficial ownership reporting requirements of the Corporate Transparency Act [] are excessive and overly burdensome, particularly for small businesses ... This commonsense legislation delays these unreasonable standards ... providing further time for the courts to continue their examination of the constitutionality of the CTA."
Thom Tillis, US Senator

The House of Representatives passed a bill and the Senate proposed a bill that would delay the Corporate Transparency Act's ("CTA") beneficial ownership information reporting deadline for most small businesses. The bill would extend the deadline until January 1, 2026. (See Senate version and House version.)

The CTA's current reporting requirements remain subject to ongoing litigation. The Supreme Court recently granted the government's Motion to Stay, a nationwide injunction issued by a Texas federal judge. After another recent US District Court Order, in Smith v. U.S. Department of Treasury, FinCEN acknowledged that reporting companies are not currently required to file beneficial ownership information (despite the Supreme Court's Order.) FinCEN is still accepting voluntary submissions. (See generallyUS government still pausing the Corporate Transparency Act enforcement, despite US Supreme Court win.)

Commentary

The CTA originally passed both houses of Congress with broad bipartisan support, enough to override a presidential veto during Trump's first term in office. The original text of the CTA requires many small businesses to file beneficial ownership reports, but provides an exemption for large operating companies.

That this bill, the "Protect Small Businesses from Excessive Paperwork Act of 2025," passed the House with overwhelming bipartisan support—a vote of 408 to zero—demonstrates (1) a rethink of the relative value of beneficial ownership reports from small businesses for purposes of combatting money laundering and (2) a perceived need by both major political parties to foster favorable conditions for economic growth among the country's countless small businesses.

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