Fifth Circuit Lifts Injunction Blocking Corporate Transparency Act

The deadline for filing beneficial ownership information under the federal Corporate Transparency Act (CTA) has been reinstated, so entities in existence prior to January 1, 2024, must report their beneficial ownership information. That is the result of a decision yesterday by the United States Court of Appeals for the Fifth Circuit, which temporarily stayed a preliminary injunction that had been blocking enforcement of the CTA and its reporting requirements. The Fifth Circuit decision applies until there is a hearing and decision upon an appeal by the government. In response, FinCEN has extended filing deadlines as follows:

• Reporting companies created or registered before January 1, 2024, now have until January 13, 2025, to file
• Reporting companies created or registered on or after September 4, 2024, and that had an original filing deadline between December 3 and December 23, 2024, also have until January 13, 2025, to file
• Reporting companies created or registered on or after December 3, 2024, have an additional 21 days from their original filing deadline to file
• *Reporting companies that qualify for disaster relief may have extended deadlines that fall later than January 13, 2025, and should therefore abide by whichever deadline falls later

Note that reporting companies created or registered on or after January 1, 2025, will have only 30 days to file their initial report after receiving actual or public notice that their creation or registration is effective.

The appeals process, as well as the potential for Congressional action or further FinCEN action, may provide additional changes. Reid & Riege will continue to provide updates as more information becomes available.