Editor’s Note: On Dec. 26, the Fifth Circuit Court of Appeals vacated its own Dec. 23 stay relative to Corporate Transparency Act (CTA) deadlines for reporting compliance. That means the new filing deadlines noted below are on hold until the courts figure it out. Stay tuned. Last Updated Dec. 28, 2024
On Tuesday, Dec. 23, the Fifth Circuit Court of Appeals reversed the USDC (E.D. Texas) decision granting a nationwide preliminary junction halting enforcement of the Corporate Transparency Act (CTA). All nonexempt reporting companies must comply according to the newly released deadlines below.
In response to this decision, the U.S. Department of Treasury’s Financial Crimes Enforcement Network (“FinCEN”) has indicated that reporting companies may need additional time to comply given the period when the preliminary injunction had been in effect, and has extended the reporting deadline as follows:
Reporting companies that were created or registered prior to Jan. 1, 2024, have until Jan. 13, 2025, to file their initial beneficial ownership information reports with FinCEN. (These companies would otherwise have been required to report by Jan. 1, 2025.)
Other timelines based on business creation or registration date:
- Reporting companies created or registered in the United States on or after Sept. 4, 2024, that had a filing deadline between Dec. 3, 2024, and Dec. 23, 2024, have until Jan. 13, 2025, to file their initial beneficial ownership information reports with FinCEN.
- Reporting companies created or registered in the United States on or after Dec. 3, 2024, and on or before Dec. 23, 2024, have an additional 21 days from their original filing deadline to file their initial beneficial ownership information reports with FinCEN.
- Reporting companies that are created or registered in the United States on or after Jan. 1, 2025, have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their creation or registration is effective.
If you have not already registered, you must do so immediately to avoid the heavy fines ($500 per day) and other potential penalties following the deadline. You can go the BOIR website to register. We have recorded a video and that is available to watch here.*
*According to the authors, while the video was created prior to the latest court decision, it includes a PowerPoint that helps DCs navigate the filing system.
