This is a further update on the alert we issued on December 30, 2024 regarding the Corporate Transparency Act (“CTA”) and its beneficial ownership information (“BOI”) reporting requirements affecting limited liability companies and certain other entities. Following a series of court rulings in several pending litigations, the BOI reporting requirements under the CTA are once again back in effect.
On February 18, 2025, in Smith, et al. v. U.S. Department of the Treasury, et al. (Case No. 6:24-cv-00336), the United States District Court for the Eastern District of Texas granted the U.S. government’s request to stay its previously issued nationwide injunction enjoining enforcement of the CTA. Following the Smith court’s decision, FinCEN issued a notice advising that the BOI reporting requirements under the CTA are back in effect.
Per FinCEN’s notice, for the vast majority of reporting companies, the new deadline to file an initial, updated and/or corrected BOI report is March 21, 2025. FinCEN advised that it will provide an update before then of any further modification of this new deadline, “recognizing that reporting companies may need additional time to comply with their BOI reporting obligations once this update is provided.” Reporting companies that were previously given a reporting deadline later than March 21, 2025 are obligated to file their initial BOI report by that later deadline.
Despite ongoing legal challenges to enforcement of the CTA, including pending appeals in multiple courts, in light of the Smith court’s recent decision and FinCEN’s latest notice, reporting companies should file their BOI reports by their current deadline, absent any further extensions.
If you have questions about the CTA, please contact one of our partners: Matthew S. Quinn, at (212) 447-5510 or mquinn@QMlegal.com, Christopher P. McCabe, at (212) 447-5520 or cmccabe@QMlegal.com, Simon Block, at (212) 447-5530 or sblock@QMlegal.com, Jonathan Krukas, at (212) 447-5560 or jkrukas@QMlegal.com, or Eric Thorsen, at (212) 447-5570 or ethorsen@QMlegal.com.
PREVIOUS UPDATE: Preliminary Injunction Enjoining Enforcement of the Corporate Transparency Act Reinstated
ORIGINAL ARTICLE: Corporate Transparency Act (“CTA”) and its beneficial ownership information (“BOI”) reporting requirements
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