As of December 23, 2024, there has been a significant development regarding the Corporate Transparency Act (CTA) and Beneficial Owner Information (BOI) reporting requirements.
The U.S. Court of Appeals for the Fifth Circuit lifted the nationwide preliminary injunction that temporarily suspended enforcement of the CTA. This means the CTA and its reporting requirements are now back in effect. The Department of the Treasury has granted an extension until January 13, 2025, to reporting companies created or registered before January 1, 2024.
Key Points and Deadlines:
- Reporting companies created or registered prior to January 1, 2024, have until January 13, 2025, to file their initial beneficial ownership information reports with FinCEN.
- Reporting companies created or registered in the United States on or after September 4, 2024, with a filing deadline between December 3, 2024, and December 23, 2024, have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN.
- The three-judge appeals panel determined that the Department of Justice “made a strong showing that it is likely to succeed on the merits in defending CTA’s constitutionality.”
- The panel ruled that the reporting requirement falls within Congress’ authority under the Commerce Clause to regulate economic activity affecting interstate commerce.
- The original injunction issued on December 3, 2024, by the U.S. District Court for the Eastern District of Texas has been stayed while the case proceeds.
- Reporting companies must now comply with the CTA’s requirements and meet the established filing deadlines.
More information from FinCEN on reporting requirements and deadlines can be found here.
What This Means for Your Business:
Companies subject to the CTA must proceed with their BOI reporting obligations and prepare to meet the January 13, 2025 filing deadline. The temporary pause in enforcement is no longer in effect.
There will be an appeal to a higher court prior to January 13, 2024, but businesses should proceed with completing their BOI reporting requirements. We will continue to monitor any further developments in this litigation and provide updates as needed. Please contact your Grassi advisor if you have any questions or require assistance with your BOI filing obligations.
