After a series of developments in December where the Corporate Transparency Act ("CTA") Beneficial Ownership Information Report ("BOIR") filing requirements were alternately paused and reinstated, on January 23, 2025, the Supreme Court issued a stay of the nationwide preliminary injunction that had precluded enforcement of the CTA.
In light of ongoing litigation, FinCEN has clarified that reporting companies are not currently required to file beneficial ownership information (BOI) with FinCEN and will not be subject to liability for failure to do so while the federal court orders remain in effect. However, companies may voluntarily submit BOIRs.
Meanwhile, a permanent decision may be made soon. The Supreme Court's stay will remain in effect until the Fifth Circuit Court of Appeals resolves the appeal of the preliminary injunction. If its ruling is appealed back to the Supreme Court,the Supreme Court can either decline to hear that appeal or it can issue a final judgment after hearing it.
What This Means for Businesses
Businesses and entities subject to the CTA's requirements should take the following steps:
- Review their obligations under the CTA.
- Monitor updates from FinCEN regarding any adjustments to filing deadlines. For the latest information, visit FinCEN\u2019s BOI webpage.
Next Steps
Taking proactive steps now can mitigate compliance risks in the event the BOIR filing requirements are ultimately reinstated. Hence, entities subject to the CTA's requirements should consider gathering the requisite information and documentation necessary to complete their BOIRs so they are ready and able to file quickly in the event the BOIR filing requirements are ultimately reinstated.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
