UPDATE 12/27/2024:
An order from the U.S. Court of Appeals for the Fifth Circuit reversed a ruling from earlier in the week granting a stay to the nationwide injunction. This latest decision has reinstated the U.S. district court ruling that the Corporate Transparency Act (CTA), which mandates filing a report disclosing personal stakeholder information to the Treasury Department, exceeds Congressional legal authority and is unconstitutional. This ruling means that, at least for the time being, businesses are not required to comply with the CTA’s reporting requirements as previously mandated.
As demonstrated over the last few days, this is a developing matter. We will continue to closely track changes to the CTA and its reporting requirements and will send updates as they happen.
Please contact us at [email protected] or call us at 216-573-6000.
Previously Published as of 12/24/2024:
On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit denied the request to continue the preliminary injunction from a Texas District Court that had temporarily halted enforcement of the CTA across the country while the appeal processed through the Court. This decision reinstates the CTA’s compliance requirements. Reporting entities must now prioritize submitting their beneficial ownership information to FinCEN’s database by the newly established deadlines to avoid significant penalties. In response to the Fifth Circuit’s ruling, the Financial Crimes Enforcement Network (FinCEN) issued updated guidance on filing deadlines for reporting companies:
- Entities in existence before January 1, 2024: Filing deadline extended to January 13, 2025.
- Entities with deadlines originally between December 3 and December 23, 2024: Deadline now January 13, 2025.
- Entities formed or registered between December 3 and December 23, 2024: Filing deadline extended by 21 days from the original due date.
- Entities granted disaster-related extensions: Deadline remains either the disaster extension date or January 13, 2025, whichever is later.
- Entities formed between December 24 and December 31, 2024: Reporting required within 90 days of formation.
- Entities created on or after January 1, 2025: Reporting must be completed within 30 days of formation, per FinCEN regulations.
Disclaimer
The information provided in this article is intended for general informational purposes only and should not be construed as legal advice. It does not establish an attorney-client relationship, and any reliance on the information contained herein is done at your own risk. For specific legal guidance tailored to your business and jurisdiction, it is recommended to consult with a qualified attorney who can provide professional advice based on your unique circumstances.
