As previously reported, on December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction on the enforcement of the Corporate Transparency Act (the "CTA") and its reporting obligations. On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit granted a stay of the preliminary injunction. Following the Fifth Circuit's stay, the Financial Crimes Enforcement Network ("FinCEN") released a statement providing that the CTA's reporting obligations are once again in effect; however, FinCEN has granted certain reporting deadline extensions, noting that reporting companies may need additional time to comply with the reporting requirements given the period in which the preliminary injunction had been in effect.
FinCEN has extended the reporting deadline of the CTA 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.
- 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 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.
The case before the Fifth Circuit is just one of several cases challenging the CTA that are pending before courts around the country. KMK will continue to monitor these cases, the CTA's constitutionality, and any further reporting deadline extensions.
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