On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit granted a stay on the preliminary injunction that halted enforcement of the Corporate Transparency Act (CTA), pending resolution of the government’s appeal of the decision granting the injunction. Thus, the CTA’s reporting requirements are once again in effect, subject to FinCEN’s revised filing deadlines discussed below. See links here to Part 1, Part 2, Part 3, Part 4, and Part 5 in this series.
In response to the stay of the preliminary injunction, FinCEN issued guidance regarding filing deadlines for reporting companies to file their Beneficial Ownership Information Report (BOIR):
- Reporting companies created or registered prior to January 1, 2024, have until January 13, 2025, to file their initial BOIRs with FinCEN. These companies would otherwise have been required to report by January 1, 2025.
- Reporting companies created or registered on or after September 4, 2024, that had a filing deadline between December 3, 2024, and December 23, 2024, have until January 13, 2025, to file their initial BOIRs with FinCEN.
- As a reminder and as discussed in Part 1, any company formed on or after January 1, 2024, was required to file the initial BOI report within 90 days from the effective date of creation or registration of the entity, including joint ventures.
- Reporting companies created or registered on or after December 3, 2024, and on or before December 23, 2024, have an additional twenty-one (21) days from their original filing deadline to file their initial BOIRs with FinCEN.
- Reporting companies created or registered on or after January 1, 2025, have thirty (30) days from the effective date of creation or registration to file their initial BOIRs with FinCEN.
Further, as reported by PilieroMazza in Part 3 of its CTA series, reporting companies that qualify for disaster relief may have extended deadlines that fall after January 13, 2025. These companies should abide by whichever deadline falls later.
