FOR IMMEDIATE RELEASE
Date: February 19, 2025
Corporate Transparency Act (CTA) Filing Requirements Reinstated – New Deadline Announced
A recent federal court ruling has reinstated the requirement for businesses subject to the Corporate Transparency Act (CTA) to submit beneficial ownership information to the Financial Crimes Enforcement Network (FinCEN). Reporting companies must comply with this requirement by March 21, 2025.
Key Updates
Mandatory Reporting Reinstated: Businesses covered by the CTA must file beneficial ownership reports.
New Filing Deadline: FinCEN has extended the filing deadline to March 21, 2025.
No Immediate Penalties: FinCEN is assessing further deadline modifications and prioritizing enforcement based on risk.
This development follows the decision in Smith, et al. v. U.S. Department of the Treasury, et al., where a prior injunction temporarily halted enforcement of the CTA. That injunction has now been lifted, and CTA compliance is required.
The CTA applies to most businesses formed in the United States or registered to do business in the country, with some exceptions.
Entities Required to File:
Corporations, LLCs, and other entities formed by filing documents with a state or tribal government.
Foreign entities registered to do business in the United States.
Small and privately held businesses that do not qualify for an exemption.
Exempt Entities:
Publicly traded companies subject to SEC reporting.
Large operating companies with more than 20 full-time U.S. employees, over $5 million in U.S. revenue, and a physical office in the United States.
Regulated financial institutions, including banks, credit unions, investment advisors, and insurance companies.
Nonprofits and tax-exempt organizations.
Businesses subject to the CTA must file beneficial ownership reports with FinCEN by March 21, 2025.
What Businesses Should Do
Businesses subject to the CTA should confirm if they need to file by reviewing FinCEN’s BOI Reporting Guide. If required, they must submit their reports via the FinCEN BOI E-Filing System by March 21, 2025. Companies should ensure their information is accurate and stay informed of any regulatory changes. Consulting legal counsel can help ensure compliance.
Compliance Steps
Determine filing requirements. Businesses should review FinCEN’s BOI Reporting Guide to confirm whether they must file.
Submit reports before the deadline. Reports must be filed electronically via the FinCEN BOI E-Filing System.
Monitor regulatory updates. FinCEN is evaluating potential modifications to the reporting rules and may introduce additional changes later this year.
Next Steps
Devlin Law Firm is monitoring developments related to the CTA and advising clients on compliance obligations.
Contact Information
For further guidance or inquiries, please contact:
Devlin Law Firm
Robyn T. Williams
(718) 360-5914
correspondence@DevlinLawFirm.com
DevlinLawFirm.com
We will continue to provide updates on this evolving situation as they become available. A copy of the FinCEN notice can be viewed here.
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