Morris, Nichols, Arsht & Tunnell LLP
MONTH-IN-BRIEF (Feb 2025)
Corporate Transparency Act Update: Most Beneficial Ownership Information Filings Are Now Mandatory, but the Filing Deadlines Are Uncertain
By William E. H. Quick, Polsinelli PC[1]
Corporate Transparency Act (“CTA”) filing obligations are now back in effect. If you adopted a wait-and-see posture in regard to making CTA beneficial ownership information (“BOI”) filings, the wait is over, but the compliance deadlines remain uncertain.
The CTA has been subject to nationwide injunctions that prohibited FinCEN’s enforcement of the CTA’s filing deadlines. Because the last of these injunctions (in the 5th Circuit case Smith v. U.S. Dep’t of the Treasury) is now stayed, FinCEN is free to enforce the CTA filing deadlines again. In response to this ruling, FinCEN announced on February 19, 2025:
With the . . . decision . . . in [Smith v. Treasury], [BOI] reporting requirements under the [CTA] are once again back in effect. However, because [Treasury] recognizes that reporting companies may need additional time to comply with their BOI reporting obligations, FinCEN is generally extending the deadline 30 calendar days from February 19, 2025, for most companies. . . .