UPDATED 1/24/25: As you may know, there was a new rule that went into effect in 2024: the Corporate Transparency Act. The act requires those who are considered a “beneficial owner” of a particular type of entity (like a limited liability company or corporation) to file a Beneficial Ownership Information (BOI) report. See our previous blog post on BOI reporting for more details.

The Corporate Transparency Act would have required an estimated 32.6 million companies to file BOI reports to the Financial Crimes Enforcement Network (FinCEN) by January 1, 2025. However, there have been several changes. 

On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a nationwide order prohibiting the federal government from enforcing the act. As long as that injunction order remained in force, companies were not required to report beneficial ownership information with FinCEN.

On December 23, 2024, the Fifth Circuit Court of Appeals stayed the nationwide preliminary injunction, which reinstated the filing requirement. 

On December 26, 2024, a new court order was issued that reinstated the nationwide preliminary injunction. 

On January 23, 2025, the U.S. Supreme Court said it will allow the government to implement the Corporate Transparency Act. This doesn’t reinstate the filing deadline of January 13.

Our recommendation is to comply with the reporting requirements. 

More information is available on the FinCEN website, https://www.fincen.gov/boi-faqs.

DISCLAIMER: We do not assume responsibility for your company’s ongoing compliance obligations under the Corporate Transparency Act. We recommend that you remain compliant with any reporting requirements until a final ruling has been made. If you have questions regarding your obligation to report beneficial ownership information with FinCEN, please contact your CPA or business attorney.

This post was created by Michael Dietz, estate planning associate at JM LAW, PLLC.