After a federal appeals court found an order temporarily blocking the Corporate Transparency Act’s beneficial ownership reporting requirements nationwide was not warranted on December 23, Treasury’s Financial Crimes Enforcement Network (FinCEN) announced extended filing deadlines. Reporting entities that were created or registered before 2024 now have until January 13, 2025, to file.
A three-judge panel of the 5th U.S. Circuit Court of Appeals reviewed a December 3 Texas federal district court decision that preliminarily barred enforcement of the reporting requirements. (Texas Top Cop Shop, Inc., v. Garland, 2024 WL 4953814 (E.D. Tex. 12/03/2024). The appeals court, however, sided with the government, finding that it “has made a strong showing that it is likely to succeed on the merits in defending CTA’s constitutionality.”
The decision was the latest in a flurry of litigation and legislative efforts leading up to the original January 1, 2025, deadline for 32.6 million business entities to report their beneficial ownership information.
Hours after the 5th Circuit’s order, FinCEN added an alert to its Beneficial Ownership Information webpage providing modest deadline extensions in light of the now-halted preliminary injunction.
FinCEN announced the following reporting deadlines:
- Entities created or registered before 2024: January 13, 2025
- Entities created or registered September 4, 2024, or later and that had a filing deadline between December 3 and 23, 2024: January 13, 2025
- Entities created or registered between December 3 and 23, 2024: 21-day extension from original filing deadline
- Entities created or registered January 1, 2025, or later: 30 days after receiving notice that their creation or registration is effective
FinCEN noted that entities qualifying for disaster relief may have a deadline extension beyond January 13, 2025.
In addition, named plaintiffs and members of the National Small Business Association are currently not required to report their beneficial ownership, pending in their case by the 11th Circuit. (National Small Business United v. Yellen)
Please contact Iannuzzi Manetta for further instructions on how you show file your CTA/BOI.
