CTA Reinstated: Extended Reporting Deadlines

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. New deadlines will be forthcoming. Please see our update for more information.

On January 23, 2025, and February 18, 2025, the preliminary injunctions blocking enforcement of the Corporate Transparency Act (“CTA”) nationwide were stayed. CTA filings are now required with deadlines extended to at least March 21, 2025. Please see our update for more information.

On January 23, 2025, this injunction was stayed by the Supreme Court of the United States. However, a similar order from Smith v. Department of the Treasury was in effect, so CTA filings were not required until the January 23, 2025, and February 18, 2025, orders.

On December 26, 2024, this injunction was reinstated by the Fifth Circuit Court of Appeals, so CTA filings were not required until the January 23, 2025, and February 18, 2025, orders. Please see our update for more information.

On December 23, 2024, the Fifth Circuit Court of Appeals granted the Department of Justice’s motion to lift a preliminary injunction, which blocked the enforcement of the Corporate Transparency Act (“CTA”). This decision reinstates the CTA’s filing deadlines 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:

• Reporting Companies formed prior to January 1, 2024, have until January 13, 2025, to file their Beneficial Ownership Information (“BOI”) Report.
• Reporting Companies formed on or after September 4, 2024, also have until January 13, 2025, to meet this requirement.
• Reporting Companies formed between December 3, 2024, and December 23, 2024, have an additional 21-day extension from their original deadline to file.
• Reporting Companies formed on or after January 1, 2025, still have thirty days to submit their 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 reach out to a Hinckley Allen attorney.