Recent legal developments have created uncertainty around the filing deadlines for the Corporate Transparency Act (CTA) and its beneficial ownership information (BOI) reporting requirements. Here’s what you need to know to stay informed and prepared.

Background on the CTA

The CTA requires many smaller corporations and LLCs to file a BOI report with FinCEN. This report must identify and provide contact information for the individuals who own or control the entity. Importantly, these reports are used solely for law enforcement purposes and are not made public.

Initially, businesses in existence before 2024 were required to file by January 1, 2025, while new businesses formed in 2024 had a 90-day filing deadline. However, recent court rulings have disrupted these timelines.

Current Status

As of January 1, 2025, a nationwide injunction is in place, delaying all BOI filing requirements. While this injunction remains active, you are not required to file a BOI report, and no penalties apply for non-filing. The injunction affects the following entities:

• Businesses formed before 2024 with a January 1, 2025, deadline

• New businesses formed in 2024 with a 90-day filing deadline

• Businesses with changes requiring updates to previously filed reports

Voluntary Filing Option

Although filing is not currently mandatory, businesses may choose to file voluntarily. Early filing can help streamline compliance and avoid the risk of scrambling to meet deadlines if the injunction is lifted suddenly. Being proactive ensures you’re prepared for any changes in the reporting requirements.

Takeaways

While the CTA remains under judicial review, there is no obligation to file your BOI report at this time. However, preparing in advance by gathering the necessary information is a prudent step. If you’ve already filed, no further action is needed unless there are reportable changes to your entity.

Stay informed as the situation develops and consult a professional if you need assistance navigating your reporting responsibilities. Proactive preparation will ensure compliance when the final requirements are clarified.