In Response to 5th Circuit’s Stay of Preliminary Injunction, FinCEN Extends until January 13, 2025 CTA Deadline for Reporting Companies created before 2024

Types : Alerts

On December 23, 2024, the federal Court of Appeals for the 5^th Circuit granted the United States Attorney General’s emergency request to stay the nationwide preliminary injunction issued by a federal district court in Texas on December 3^rd. The lower court’s injunction had stayed enforcement of the Corporate Transparency Act (CTA). The CTA requires most small non-tax-exempt LLCs, partnerships, and corporations to e-file a “beneficial ownership form” (BOI) with the Financial Crimes Enforcement Network (FinCEN), a division of the Department of the Treasury, by January 1, 2025. The lower court’s ruling had enjoined enforcement of the CTA and, in particular, enforcement of the deadline.

In recognition of the short timeframe between the preliminary injunction and the stay, and with the filing deadline just a week away, on December 23^rd FinCEN extended the deadlines as follows:

• Reporting companies that were created or registered prior to January 1, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN. (These companies would otherwise have been required to report by January 1, 2025.)
• Reporting companies created or registered in the United States 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 beneficial ownership information reports with FinCEN.
• Reporting companies created or registered in the United States on or after December 3, 2024 and on or before December 23, 2024 have an additional 21 days from their original filing deadline to file their initial beneficial ownership information reports with FinCEN.
• Reporting companies that qualify for disaster relief may have extended deadlines that fall beyond January 13, 2025. These companies should abide by whichever deadline falls later.
• Reporting companies that are created or registered in the United States on or after January 1, 2025 have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their creation or registration is effective.

Members of Montgomery McCracken’s Business Department are available to respond to inquiries about the new deadlines and the CTA requirements.