UPDATE: Business reporting requirements removed for U.S. Companies
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UPDATE – March 26, 2025 – In a major regulatory shift, the Financial Crimes Enforcement Network (FinCEN) has issued an interim final rule that eliminates beneficial ownership reporting requirements under the Corporate Transparency Act (CTA) for U.S.-based companies and U.S. persons. This is welcome news for small business owners, including HVACR contractors, who were previously subject to burdensome new reporting mandates set to take effect this spring.
The rule redefines the term “reporting company” to apply only to foreign entities that have registered to do business in the U.S. through a state or tribal filing process. All domestic entities — previously referred to as “domestic reporting companies” — are now exempt from these reporting requirements. Additionally, U.S. persons are no longer required to report their ownership stakes in foreign reporting companies.
This deregulatory move follows Treasury’s March 2 announcement signaling a policy shift toward prioritizing enforcement on high-risk foreign actors, rather than law-abiding U.S. small businesses. ACCA has long opposed the BOI reporting regime for its complexity, lack of clarity, and risk of penalizing companies with no connection to illicit activity.
While foreign entities that meet the new definition of “reporting company” are still subject to BOI filing obligations, FinCEN has set new deadlines:
- Foreign reporting companies already registered must file within 30 days of the rule’s publication.
- Newly registered companies have 30 calendar days to file after receiving registration confirmation.
FinCEN is accepting public comments on the interim final rule and plans to finalize it later this year. ACCA will continue to monitor developments and advocate for smart, risk-based enforcement approaches that don’t impose unnecessary burdens on honest business owners.
Questions or feedback? Email govt@acca.org or join the conversation at our ACCA Town Hall Breakfast on Thursday, March 27 at 7:30 AM during ACCA 2025 in Greater Austin, TX.
UPDATE – February 28, 2025 – The Treasury Department’s Financial Crimes Enforcement Network (FinCEN) announced it is halting enforcement of the Corporate Transparency Act (CTA) while it works to revise the reporting framework. This decision is a major relief for small business owners, as the CTA’s reporting requirements were set to take effect again on March 21, 2025.
FinCEN has confirmed that it will not issue fines, penalties, or take enforcement actions against businesses for failing to file or update Beneficial Ownership Information (BOI) reports under the CTA until new regulations are in place. The agency aims to reduce regulatory burdens and focus enforcement efforts on entities that pose actual law enforcement and national security risks.
FinCEN will issue a new interim rule, expected no later than March 21, 2025. The rule will extend BOI reporting deadlines and provide additional clarity. FinCEN will also solicit feedback from small businesses on potential revisions to existing BOI reporting requirements through a public comment period. Finally, later this year, FinCEN plans to propose additional changes to minimize burdens on small businesses while maintaining enforcement against entities engaged in illicit activities.
This enforcement pause is a direct response to concerns raised by the small business community, including ACCA. The CTA’s reporting mandates were poised to create unnecessary compliance challenges for HVACR contractors and other small businesses, pulling resources away from day-to-day operations.
FinCEN’s decision to revisit and refine the rule is an encouraging step toward a more risk-based, targeted enforcement approach, something ACCA has long advocated for. We will remain actively engaged in the public comment process to ensure that any future requirements strike the right balance between compliance and operational feasibility for HVACR businesses.
We will continue monitoring the upcoming rule changes and will provide updates on how they may impact HVACR businesses. For more details or to get involved, contact ACCA’s Government Relations team at govt@acca.org.
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HVACR contractors: Federal reporting requirements that impact your business are back in effect. A federal judge has lifted a previously issued nationwide block on the Corporate Transparency Act’s (CTA) reporting requirements, mandating millions of U.S. businesses to report their beneficial ownership information (BOI) to the Treasury Department’s Financial Crimes Enforcement Network (FinCEN). The law, originally passed in 2021 as part of an anti-money laundering initiative, aims to crack down on anonymous shell companies used in financial crimes. However, it has faced legal challenges from businesses arguing that its disclosure requirements are overly burdensome and exceed Congress’s constitutional authority.
Why this matters to you: If your HVACR business is structured as an LLC, corporation, or similar entity, you must now comply with these reporting requirements. Failure to report could result in penalties affecting your business.
On February 17, Judge Jeremy D. Kernodle of the U.S. District Court for the Eastern District of Texas stayed his previous order blocking the CTA’s enforcement, allowing the Treasury Department to implement the law. This decision came after the Biden Administration urged the court to align with the Supreme Court’s recent ruling in a similar case, and after President Trump directed the Secretary of the Treasury to “evaluate beneficial ownership thresholds to ensure sanctions deny Iran all possible illicit revenue” as part of a national security executive order issued on February 4.
FinCEN had already begun accepting voluntary BOI filings after earlier court rulings halted enforcement, but this latest decision means businesses will now have to comply with the reporting requirements. On February 18, FinCEN announced an extension of the BOI reporting deadline to March 21, 2025.
With legal challenges ongoing, Congress is considering delaying the CTA’s reporting deadline. On February 10, the U.S. House of Representatives voted 408-0 to postpone the compliance deadline to January 1, 2026. The measure is now awaiting action in the U.S. Senate. As legal and legislative battles continue, ACCA will monitor developments and provide updates on how the CTA’s implementation may impact HVACR contractors and small businesses nationwide.
Stay tuned for further guidance as the situation evolves.
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Posted In: Government, Legal
