Billboard Insider has criticized FINCEN Beneficial Ownership filing requirements which impose new shareholder reporting requirements on small businesses.  The legal status of the rules has been changing day by day.

• On December 5 a federal judge issued a nationwide injunction against enforcing the reporting requirements.    The reprieve was short-lived.
• On December 23, 2025, the motions panel of The Fifth Circuit Court of Appeals stayed the injunction.  FINCEN then extended the deadline for CTA filings to January 13.
• On December 26, 2025 the Fifth Circuit vacated the reporting requirements  but ordered all parties to submit briefs February 2025 with oral agruments in March 2025.
• On December 26, 2024 the US Treasury issued this statement:”In light of a recent federal court order, reporting companies are not currently required to file beneficial ownership information with FinCEN and are not subject to liability if they fail to do so while the order remains in force. However, reporting companies may continue to voluntarily submit beneficial ownership information reports.”

Billboard Insider’s take:  Your small business doesn’t have to comply with FINCEN reporting – for now.  But that may change later this year.  The beneficial ownership rules apply to almost every small business.  This means your small out of home company might need to file a FINCEN report with information (e.g. the name, address, drivers license info or passport and a photo or the drivers license or passport) for all individuals who own more than 25% of your private out of home company or exercise substantial control over your out of home company.  Public companies are exempt from the rule. Failure to file could expose you civil penalties of $591/day per day with potential criminal penalties for up to $10,000 or 2 years in prison for willful non-compliance.  Your bank could also choose to freeze your bank account due to concerns about money laundering.

You can learn more about the filing rules and procedures at the Beneficial Ownership Information website.

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