Earlier this month, a Texas district court issued a nationwide preliminary injunction blocking enforcement of the Corporate Transparency Act (“CTA”). However, on December 23, 2024, the Fifth Circuit Court of Appeals granted the government’s emergency motion for a temporary stay of that order, allowing the CTA’s enforcement to proceed while the appeal is pending.[1] Following this decision, FinCEN posted an alert on its website extending the filing deadlines for reporting companies.[2]
Initial Beneficial Ownership Information (“BOI”) Report filing deadlines are as follows.
- Reporting companies that were created or registered prior to January 1, 2024 have until January 13, 2025 to file their initial BOI Reports.
- 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 BOI Reports.
- 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 BOI Reports.
- Reporting companies that are created or registered in the United States on or after January 1, 2025 have 30 days to file their initial BOI Reports, after receiving actual or public notice that their creation or registration is effective.
Dinsmore’s previous coverage on determining whether your entity must file, and what information is required in the filing, can be found here. Additionally, a template of the BOI Report can be downloaded here, which entities may file directly through FinCEN’s website.
On December 24, the plaintiffs in Texas Top Cop Shop, Inc. filed their petition with the Fifth Circuit for rehearing en banc following the Fifth Circuit’s decision to stay the injunction. They requested a ruling no later than January 6, 2025. Dinsmore will continue to monitor this situation and provide relevant updates as they become available. If you have any additional CTA compliance questions, please contact your Dinsmore attorney.
