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CTA Reinstated Again With New Reporting Deadlines

Hinckley Allen

By: Charles R. McGonigal

Latest Update: On February 27, 2025, the Financial Crimes Enforcement Network (“FinCEN”) announced it will not be enforcing the current Corporate Transparency Act (“CTA”) deadline of March 21, 2025. On March 2, 2025, the Department of the Treasury declared that it will not enforce CTA penalties or fines against U.S. citizens or domestic companies and their beneficial owners, even after the new deadlines are set. New deadlines and rules will be forthcoming. Please see our update for more information.

On February 18, 2025, Judge Jeremy D. Kernodle of the Eastern District of Texas stayed his own preliminary injunction, which had blocked the enforcement of the Corporate Transparency Act (“CTA”), pending the government’s appeal of the injunction. Along with the Supreme Court’s stay of a similar injunction against the CTA on January 23, 2025, this order reinstates the CTA’s filing requirements for all companies registered to do business with the Secretary of State or a similar office in a U.S. State (“Reporting Companies”). The Financial Crimes Enforcement Network (“FinCEN”) has extended the Beneficial Owner Information Report (“BOI Report”) deadlines as follows:

  • All Reporting Companies have at least until March 21, 2025, to file an initial, updated, or corrected BOI Report.
  • Reporting Companies formed between December 22, 2024, and December 31, 2024, have ninety days after their formation to file an initial BOI Report (which will fall between March 22, 2025, and March 31, 2025).
  • Reporting Companies formed on or after February 19, 2025, still have thirty days to submit their initial BOI Report.
  • Reporting Companies whose ownership information changes on or after February 19, 2025, still have thirty days to submit their updated BOI Report.

Companies should prepare to file their BOI Reports in accordance with the above deadlines by identifying who their beneficial owners are. Please see our prior article covering the CTA for guidance on preparing and filing a BOI Report.

If you have any questions or need assistance preparing or filing your BOI Report, please contact a Hinckley Allen attorney.

 

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