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Corporate Transparency Act (“CTA”) Update - Reporting Requirements Reinstated and Deadline Extended

Fort Lauderdale, Fla. (February 19, 2025) - As noted in our previous CTA alerts (see here), changes continue to come at lightning speed, causing widespread uncertainty among regulated entities on this important matter. This alert provides the latest information.

Key Updates

On February 17, 2025, the U.S. District Court for the Eastern District of Texas in Smith, et al. v. U.S. Department of the Treasury, et al. granted the government’s motion to stay the court’s previous order that had temporarily halted enforcement of the CTA. As a result, the CTA’s reporting requirements are back in effect.

The Financial Crimes Enforcement Network (“FinCEN”) Response

On February 18, 2025, FinCEN issued a notice (updated February 19, 2025) on its website, extending the reporting deadline by 30 days from February 19, 2025 for most companies. The new deadline to file an initial, updated, and/or corrected beneficial ownership information (“BOI”) report is now March 21, 2025.

FinCEN will assess its options to further modify deadlines or reporting requirements for lower-risk entities, including many U.S. small businesses, while prioritizing reporting for those entities that pose the most significant national security risks.

FinCEN also announced its intention to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities. Further updates on the timeline for this process will be provided.

Current Status

The CTA’s enforcement has resumed. Reporting companies are now required to file their BOI reports with FinCEN by March 21, 2025. Certain companies may have later deadlines or be exempt from reporting, such as those that qualify for disaster relief extensions or are involved in specific litigation. Companies can still voluntarily file their reports before the deadline.

What Happens Next?

FinCEN may further modify the reporting deadlines or requirements. For the latest information on the CTA, visit our firm’s website regularly.

Our firm is closely monitoring developments related to the CTA and can provide guidance on compliance strategies. Please contact our attorneys listed below if you have any questions or need assistance.

Author:

Soo Jin Isicoff, Associate

Editor:

Jane C. Luxton, Managing Partner - Washington, D.C.

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