On February 18, 2025, the U.S. District Court for the Eastern District of Texas in Smith, et al. v. U.S. Department of the Treasury, et al., 6:24-cv-00336 (E.D. Tex.) stayed the nationwide preliminary injunction on the enforcement of the Corporate Transparency Act (“CTA”). Accordingly, the beneficial ownership information (“BOI”) reporting requirements under the CTA are once again back in effect and are mandatory.
In a statement released the same day, the Treasury Department’s Financial Crimes Enforcement Network (“FinCEN”) acknowledged that reporting companies may need additional time to comply with the BOI reporting obligations. As a result, FinCEN is generally extending the deadline 30 calendar days from February 19, 2025.
For most reporting companies, the new deadline to file an initial, updated, and/or corrected BOI report is March 21, 2025. Going forward, any reporting companies formed or registered after February 19, 2025, must file a BOI report within 30 days of formation or registration.
FinCEN also noted in its announcement that it will “assess its options to further modify deadlines” and “intends to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities, including many U.S. small businesses.” Although no details regarding any proposed changes to the BOI reporting requirements have been released, reporting companies should be on the lookout for further updates from FinCEN.
Felhaber will continue to closely monitor any developments regarding this matter.