On December 3, 2024, the U.S. District Court for the Eastern District of Texas granted a nationwide preliminary injunction that enjoins the federal government from enforcing the Corporate Transparency Act (the CTA).
The CTA, which went into effect January 1, 2024, requires "reporting companies" in the United States to disclose information about their beneficial owners — the individuals who ultimately own or control a company — to the Treasury Department's Financial Crimes Enforcement Network (FinCEN).
A group of six plaintiffs filed a lawsuit in May 2024 claiming that Congress exceeded its authority under the Constitution in passing the CTA. In a 79-page order issued by United States District Judge Amos L. Mazzant, the Court found that the plaintiffs were likely to succeed on the merits of their claims and, although the plaintiffs sought a preliminary injunction on behalf of only themselves and their members, the Court issued a nationwide injunction instead.
The Court's order states that neither the CTA nor the implementing rules adopted by FinCEN may be enforced and that reporting companies need not comply with the CTA's upcoming January 1, 2025 deadline for filing beneficial ownership reports.
The Court's order is a preliminary injunction only and not a final decision. The Court's order temporarily pauses enforcement of the CTA on a nationwide basis, but enforcement could resume if the Court's order is overturned on appeal or the Government ultimately prevails on the merits.
Foley will continue monitoring developments in this area. In the meantime, please contact your Foley attorney with any questions you may have about the matters above or the CTA generally.
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.
