Bill text used: Engrossed in House: the text the House passed (February 10, 2025) · updated Oct 28, 2026
This breakdown was drafted by AI from the official documents and passed our automatic checks: every quoted word was found in its source, and every number comes from an official record. A person must review it before we mark it reviewed. Tap any small number to see the exact words a sentence rests on.
At a glance
Sourced- A 2021 law requires many small companies to report who owns them to a Treasury office called FinCEN.
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In 2021, Congress passed the Corporate Transparency Act, known as the CTA.
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Hillany reporting company that has been formed or registered before the effective date of the regulations prescribed under this subsection shall, in a timely manner, and not later than 2 years after the effective date of the regulations prescribed under this subsection, submit to FinCEN a report
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (b)(1)(B) - For companies formed before 2024, this bill would push that deadline to January 1, 2026.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2 - Since then, FinCEN itself exempted U.S. companies from the reports by rule, so the bill matters less today.
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entities previously defined as ``domestic reporting companies'' are exempted from the reporting requirements and do not have to report BOI to FinCEN
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · SummaryThis rule is effective March 26, 2025.
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Dates - Rep. Zach Nunn of Iowa wrote it. The House passed it 408 to 0 on February 10, 2025. The Senate has not acted.
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Sponsor: Rep. Nunn, Zachary [R-IA-3]
[1] Official bill status record (actions, votes, cosponsors) · Sponsor2025-02-10 18:58:32 | House floor actions | On motion to suspend the rules and pass the bill Agreed to by the Yeas and Nays: (2/3 required): 408 - 0 (Roll no. 37).
[1] Official bill status record (actions, votes, cosponsors) · Actions, February 10, 20252025-02-11 | Senate | Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
[1] Official bill status record (actions, votes, cosponsors) · Actions, February 11, 2025
What it would mean for you
SourcedIf you own a small LLC or corporation
More time to file an ownership report
- Companies formed before 2024 would have until January 1, 2026 to file.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2 - Under the law, willfully failing to report can bring a fine of up to $500 a day.
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willfully fail to report complete or updated beneficial ownership information to FinCEN
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (h)(1)(B)shall be liable to the United States for a civil penalty of not more than $500 for each day that the violation continues or has not been remedied
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (h)(3)(A)(i) - Since March 26, 2025, a FinCEN rule says U.S. companies don't have to file at all. Only foreign companies still do.
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This rule is effective March 26, 2025.
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Datesentities previously defined as ``domestic reporting companies'' are exempted from the reporting requirements and do not have to report BOI to FinCEN
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Summaryto require only entities previously defined as ``foreign reporting companies'' to report BOI
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Summary
If you live in Iowa
Your representative wrote it
- Rep. Zach Nunn wrote it and brought FinCEN's director to hear from Iowa businesses.
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Sponsor: Rep. Nunn, Zachary [R-IA-3]
[1] Official bill status record (actions, votes, cosponsors) · SponsorShe heard from Sonrisers Popcorn and Berg Electric
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H600, Rep. Nunn - Iowa's House members, Miller-Meeks, Hinson, Nunn and Feenstra, all voted yes.
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Mariannette Miller-Meeks (R-IA): Yea
[5] House roll call 37 (February 10, 2025) · IowaAshley Hinson (R-IA): Yea
[5] House roll call 37 (February 10, 2025) · IowaZachary Nunn (R-IA): Yea
[5] House roll call 37 (February 10, 2025) · IowaRandy Feenstra (R-IA): Yea
[5] House roll call 37 (February 10, 2025) · Iowa
What this bill does not do
Sourced- It does not repeal the ownership reports. It only moves the deadline.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2 - It does not change the penalties for willful violations.
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shall be liable to the United States for a civil penalty of not more than $500 for each day that the violation continues or has not been remedied
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (h)(3)(A)(i)may be fined not more than $10,000, imprisoned for not more than 2 years, or both
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (h)(3)(A)(ii)and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2 - It does not change rules for companies formed in 2024 or later.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2
Current law vs. the bill
SourcedEvery place the bill changes existing law. On the left, the law as it stands today, quoted from the U.S. Code. On the right, the bill's words.
31 U.S.C. 5336(b)(1)(B)Replaces words
Current law
any reporting company that has been formed or registered before the effective date of the regulations prescribed under this subsection shall, in a timely manner, and not later than 2 years after the effective date of the regulations prescribed under this subsection, submit to FinCEN a report7
any reporting company that has been formed or registered before the effective date of the regulations prescribed under this subsection shall, in a timely manner, and not later than 2 years after the effective date of the regulations prescribed under this subsection, submit to FinCEN a report[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (b)(1)(B)
Existing companies had 2 years after the rules took effect.
The bill
and inserting before January 1, 2024, shall, not later than January 1, 2026,3
and inserting before January 1, 2024, shall, not later than January 1, 2026,[3] Engrossed in House (February 10, 2025) · Sec. 2
In plain words: Companies formed before January 1, 2024 would have until January 1, 2026.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,[3] Engrossed in House (February 10, 2025) · Sec. 2
What the bill decides, and what it leaves to others
SourcedWritten into the bill
These take effect exactly as written.
- The new deadline, January 1, 2026, is written into the bill.
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and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2
Left to agencies or states
The real effect depends on rules someone else writes later.
- FinCEN decides who must report. In March 2025 it exempted U.S. companies by an interim rule and said a final rule would follow.
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entities previously defined as ``domestic reporting companies'' are exempted from the reporting requirements and do not have to report BOI to FinCEN
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · SummaryFinCEN will assess the exemptions, as appropriate, in light of those comments and intends to issue a final rule this year.
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · SummaryThis rule is effective March 26, 2025.
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Dates
Section by section
SourcedRead all 2 sections in plain words
- Sec. 1 Short title
- Names the bill the Protect Small Businesses from Excessive Paperwork Act of 2025.
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This Act may be cited as the Protect Small Businesses from Excessive Paperwork Act of 2025.
[3] Engrossed in House (February 10, 2025) · Sec. 1 - Sec. 2 New deadline
- Replaces the old deadline, 2 years after Treasury's rules took effect, with January 1, 2026, for companies formed before 2024.
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any reporting company that has been formed or registered before the effective date of the regulations prescribed under this subsection shall, in a timely manner, and not later than 2 years after the effective date of the regulations prescribed under this subsection, submit to FinCEN a report
[7] 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · (b)(1)(B)Section 5336(b)(1)(B) of title 31, United States Code, is amended by striking before the effective date of the regulations prescribed under this subsection shall, in a timely manner, and not later than 2 years after the effective date of the regulations
[3] Engrossed in House (February 10, 2025) · Sec. 2and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2
What changed between versions
Sourced1 step, from first draft to final text
From the House bill as introduced to the House-passed text
No changes to the wording.
Cost
Sourced- No cost estimate is listed for this bill; it went to the floor without a committee report. It only changes a filing date.
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2025-01-24 | House floor actions | Referred to the House Committee on Financial Services.
[1] Official bill status record (actions, votes, cosponsors) · Actions, January 24, 2025and inserting before January 1, 2024, shall, not later than January 1, 2026,
[3] Engrossed in House (February 10, 2025) · Sec. 2
Analysis
AnalysisEvery bill gets the same five questions. Arguments are attributed to the people who made them, and each side gets about the same space.
Path to law
- Rep. Nunn introduced it on January 24, 2025, and it went straight to the floor without a committee vote.
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Sponsor: Rep. Nunn, Zachary [R-IA-3]
[1] Official bill status record (actions, votes, cosponsors) · Sponsor2025-01-24 | Library of Congress | Introduced in House
[1] Official bill status record (actions, votes, cosponsors) · Actions, January 24, 20252025-01-24 | House floor actions | Referred to the House Committee on Financial Services.
[1] Official bill status record (actions, votes, cosponsors) · Actions, January 24, 2025 - The House passed it 408 to 0 on February 10, 2025.
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2025-02-10 18:58:32 | House floor actions | On motion to suspend the rules and pass the bill Agreed to by the Yeas and Nays: (2/3 required): 408 - 0 (Roll no. 37).
[1] Official bill status record (actions, votes, cosponsors) · Actions, February 10, 2025 - The Senate sent it to its Banking Committee on February 11, 2025, and has not acted.
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2025-02-11 | Senate | Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
[1] Official bill status record (actions, votes, cosponsors) · Actions, February 11, 2025 - On March 26, 2025, FinCEN exempted U.S. companies from reporting by rule.
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This rule is effective March 26, 2025.
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Datesentities previously defined as ``domestic reporting companies'' are exempted from the reporting requirements and do not have to report BOI to FinCEN
[8] FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Summary
Balance of power
- Nunn, a Republican, had cosponsors from both parties, including Democrats Sharice Davids and Don Davis.
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Sponsor: Rep. Nunn, Zachary [R-IA-3]
[1] Official bill status record (actions, votes, cosponsors) · SponsorCosponsors (12): Rep. Davids, Sharice [D-KS-3] (2025-01-24); Rep. Emmer, Tom [R-MN-6] (2025-01-24); Rep. Davis, Donald G. [D-NC-1] (2025-01-24)
[1] Official bill status record (actions, votes, cosponsors) · Cosponsors - Republican Chairman French Hill and Democrat Juan Vargas both spoke for it.
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Mr. Hill (AR) moved to suspend the rules and pass the bill.
[1] Official bill status record (actions, votes, cosponsors) · Actions, February 10, 2025I rise in support of H.R. 736
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Vargas
Coalitions
- Every member who voted said yes: 201 Democrats and 207 Republicans.
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Party D: Yes 201, No 0, Present 0, Not voting 14
[5] House roll call 37 (February 10, 2025) · Party DParty R: Yes 207, No 0, Present 0, Not voting 11
[5] House roll call 37 (February 10, 2025) · Party R
Precedent
- The reports come from the Corporate Transparency Act, passed in 2021.
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In 2021, Congress passed the Corporate Transparency Act, known as the CTA.
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Hill
The strongest case on each side
For
- Nearly 23 million small businesses never heard of the rule, and some thought the notices were scams.Rep. Zach Nunn (R-IA), sponsor
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nearly 23 million of those small businesses have never even heard or received information about the new requirements
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H600, Rep. Nunnsome even mistook them for scams coming out of a Federal agency they have never even heard of
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H600, Rep. Nunn - Only about a third of the roughly 32,600,000 small businesses covered had filed.Rep. French Hill (R-AR), chairman, Financial Services
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the CTA regulations required roughly 32,600,000 small businesses in the United States to report their beneficial ownership information to FinCEN
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Hillonly some 9 million, or one-third, of those required small businesses have filed
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Hill
Against
- The reports help root out shell companies used by oligarchs, drug dealers and terrorists.Rep. Juan Vargas (D-CA), who voted yes
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designed to help law enforcement, financial institutions, and others root out the anonymous shell companies that are so often abused by domestic and foreign oligarchs, drug dealers, and terrorists
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Vargas - He said the bill means little while the administration cuts financial-crime enforcement.Rep. Juan Vargas (D-CA), who voted yes
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it has little meaning if my GOP colleagues remain silent as President Trump dismantles the national security and law enforcement capacity of the U.S. Government
[6] Congressional Record, House, February 10, 2025 (H599-H601) · H599, Rep. Vargas
Did this make sense?
SourcedThree quick questions. Your answers are anonymous and tell us which breakdowns need clearer writing.
How this was checked
Sourced4 checks
- Automatic: every quote matched its source; every number matched an official record.
- FinCEN interim final rule (90 FR 13688): Added because it changed who must report after the House vote. It is an interim rule; check whether FinCEN has issued a final rule since.
- Committee report / CBO: None: the bill was not reported by committee, and no CBO estimate is listed in the status record.
- Sponsor's figures: Rep. Nunn's floor figures (e.g., fines of up to $600 a day) are not repeated; the breakdown uses the statute's $500-a-day civil penalty.
Spot an error? See our corrections log and how to report one
Sources
SourcedAll 8 sources
- Official bill status record (actions, votes, cosponsors) · Official bill record · retrieved Oct 28, 2026
- Referred in Senate (February 11, 2025) · Bill text · retrieved Oct 28, 2026
- Engrossed in House (February 10, 2025) · Bill text · retrieved Oct 28, 2026
- Introduced in House (January 24, 2025) · Bill text · retrieved Oct 28, 2026
- House roll call 37 (February 10, 2025) · Roll call vote · retrieved Oct 28, 2026
- Congressional Record, House, February 10, 2025 (H599-H601) · Congressional Record · retrieved Oct 28, 2026
- 31 U.S.C. 5336, Beneficial ownership information reporting requirements (U.S. Code, 2024 edition, before this bill) · U.S. Code (current law) · retrieved Oct 28, 2026
- FinCEN interim final rule: Beneficial Ownership Information Reporting Requirement Revision and Deadline Extension (90 FR 13688, March 26, 2025) · Federal agency · retrieved Oct 28, 2026
Official summary
SourcedProtect Small Businesses from Excessive Paperwork Act of 2025
This bill extends the deadline for certain companies that are required to file beneficial ownership information with the Financial Crimes Enforcement Network (FinCEN). Specifically, the bill requires companies formed or registered before January 1, 2024, to submit this information to FinCEN by January 1, 2026, instead of by January 1, 2025, as required under current regulations.
Official summary by the Congressional Research Service (Introduced in House, Jan 24, 2025).
What has happened
Sourced- Feb 11, 2025Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.Senate
- Feb 10, 2025Motion to reconsider laid on the table Agreed to without objection.House floor actions
- Feb 10, 2025On motion to suspend the rules and pass the bill Agreed to by the Yeas and Nays: (2/3 required): 408 - 0 (Roll no. 37). (text: CR H599) Roll call recordHouse floor actions
- Feb 10, 2025Passed/agreed to in House: On motion to suspend the rules and pass the bill Agreed to by the Yeas and Nays: (2/3 required): 408 - 0 (Roll no. 37). (text: CR H599) Roll call recordLibrary of Congress
- Feb 10, 2025Considered as unfinished business. (consideration: CR H606)House floor actions
- Feb 10, 2025At the conclusion of debate, the Yeas and Nays were demanded and ordered. Pursuant to the provisions of clause 8, rule XX, the Chair announced that further proceedings on the motion would be postponed.House floor actions
- Feb 10, 2025DEBATE - The House proceeded with forty minutes of debate on H.R. 736.House floor actions
- Feb 10, 2025Considered under suspension of the rules. (consideration: CR H599-601)House floor actions
- Feb 10, 2025Mr. Hill (AR) moved to suspend the rules and pass the bill.House floor actions
- Jan 24, 2025Referred to the House Committee on Financial Services.House floor actions
- Jan 24, 2025Introduced in HouseLibrary of Congress
- Jan 24, 2025Introduced in HouseLibrary of Congress
Recorded votes
Sourced- Feb 10, 2025 · HousePassed 408–0On Motion to Suspend the Rules and Pass · needed two-thirds
Cosponsors
- Andy Barr R-KY-6
- Sharice Davids D-KS-3
- Donald G. Davis D-NC-1
- Monica De La Cruz R-TX-15
- Troy Downing R-MT-2
- Tom Emmer R-MN-6
- Michelle Fischbach R-MN-7
- Bill Huizenga R-MI-4
- Daniel Meuser R-PA-9
- Maria Elvira Salazar R-FL-27
- Bryan Steil R-WI-1
- Marlin A. Stutzman R-IN-3