UPDATE – On Dec. 26, 2024, the U.S. Court of Appeals for the Fifth Circuit vacated the ruling of its own motions panel, and the nationwide injunction enjoining enforcement of the CTA is once again in effect. The CTA is not currently in effect. That said, given the inconsistency we have seen relating to the various injunctions and short extensions granted by FinCEN, we recommend our clients continue preparations to comply with the CTA.
On Dec. 23, 2024, the U.S. Court of Appeals for the Fifth Circuit granted the government's emergency motion for a stay pending appeal against enforcement of the Corporate Transparency Act (CTA) in the case of Texas Top Cop Shop, Inc., et al. v. Merrick Garland, Attorney General of the United States (Case No. 4:24-cv-478). As a result, the CTA went into effect again. Following the Fifth Circuit's ruling, the Financial Crimes Enforcement Network (FinCEN) provided extensions of filing deadlines for existing and newly formed entities as follows:
- For reporting companies in existence prior to Jan. 1, 2024, the initial filing deadline is now Jan. 13, 2025 (previously Jan. 1, 2025).
- For reporting companies formed or registered in the U.S. on or after Sept. 4, 2024, but prior to Sept. 25, 2024, the initial filing deadline is now Jan. 13, 2025.
- For reporting companies formed or registered in the U.S. on or after Dec. 3, 2024, but prior to Dec. 23, 2024, the initial deadline is extended 21 days (on top of the original 90 day deadline).
- Certain reporting companies that are eligible for disaster relief may have extended deadlines (see https://fincen.gov/boi).
- For entities formed on or after Jan. 1, 2025, the initial filing deadline is 30 days from formation or registration (as originally provided by the CTA).
Taft continues to monitor this case and all related litigation and its implications for the future of the CTA and will provide additional alerts as information becomes available.
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