Fifth Circuit Lifts Injunction on Corporate Transparency Act
December 27, 2024 – Client AlertUPDATE as of 12/26/24: The Financial Crimes Enforcement Network (FinCEN) beneficial ownership reporting deadline has been elusive in December 2024. The “fun” began when the District Court presiding over the Texas Top Cop Shop case enjoined enforcement of the FinCEN filing requirement, nationwide, on December 3. An immediate request by the government to stay the injunction was rejected. Then, on December 23, the motions panel of the Fifth Circuit granted a stay of the injunction, and FinCEN issued revised deadlines for various filings, generally through January 13, 2025. Only three days later, late in the evening of December 26, the full Fifth Circuit vacated the stay pending a substantive decision by the merits panel of the Fifth Circuit in the expedited appeal.
As of December 26, 2024, the FinCEN beneficial ownership information (BOI) filing requirement has been enjoined once again, and reporting companies are not required to file BOI reports at this time.
----
UPDATE as of 12/24/24: FinCen has updated their website extending the beneficial ownership reporting deadline (1) for reporting companies that were created or registered prior to January 1, 2024, from January 1, 2025, to January 13, 2025, (2) for reporting companies formed after September 4, 2024, to January 13, 2025, and (3) for reporting companies formed between December 3, 2024, and December 23, 2024, an additional 21 days from their original 30-day filing deadline.
----
On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit lifted the nationwide preliminary injunction that had paused enforcement of the Corporate Transparency Act (CTA). This means that entities subject to the CTA must once again comply with the original January 1, 2025 deadline for filing Beneficial Ownership Information (BOI) reports.
As of now, the Financial Crimes Enforcement Network (FinCEN) has not announced any extensions to this deadline or released any public guidance. Therefore, it is essential for affected entities to act quickly to prepare and submit their BOI reports to avoid penalties for non-compliance. Here is the link to the appeals court’s order.
If you have any questions, please reach out to your Greenberg Glusker attorney.
