Corporate Transparency Act Reporting Required (Again)

--Action Necessary to Complete Filings by March 21, 2025

The back and forth status of enforcement of the Corporate Transparency Act (the “CTA”) has taken another turn. The court injunctions giving business owners temporary relief from compliance have all been lifted. The court challenges to the CTA are ongoing, but there are no current orders in place that prevent immediate enforcement of the CTA. The U.S. House of Representatives recently passed a bill extending the enforcement deadline to January 1, 2026, but that bill is still pending in the U.S. Senate.

Overall, the CTA requires most entities (corporations, LLCs, etc.) created through a filing with the secretary of state to register with a federal agency known as FinCEN (the Financial Crimes Enforcement Network). Entities formed after January 1, 2025 are required to file a Beneficial Ownership Information Report (BOIR) at the time they are created. Entities formed prior to January 1, 2024 are required to file a BOIR on or before January 1, 2025. Based on all the court actions, FinCEN has announced that it will now enforce a deadline of March 21, 2025, to complete the required filings.

What does this all mean for entities subject to the CTA?

• If you have already filed a BOIR with FinCEN for your entity or entities, there is nothing you need to do. The existing filing is valid, and you are in compliance with the CTA regardless of what happens in the court proceedings.
• If you have not yet made the required BOIR filing, you should complete the BOIR on or before March 21, 2025. It will be accepted by FinCEN. You will then be in compliance with the CTA regardless of what happens in the court proceedings.

Obviously, this is a very fluid situation and future court action, future regulatory updates by FinCEN and/or legislative action may change the situation on short notice. If you have questions or if you would like our assistance in filing the BOIR, please contact our CTA compliance team as soon as possible at BOI@remboltlawfirm.com or contact your regular Rembolt Ludtke attorney.

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