IMPORTANT UPDATE: CTA Beneficial ownership Reporting is Mandatory Once Again

What this is: On December 23, 2024, a federal Court of Appeals lifted the Texas Federal District Court’s nationwide preliminary injunction that precluded FinCEN from enforcing the beneficial ownership information (BOI) reporting requirements of the CTA.

What this means: All non-exempt “reporting companies” (as that term is defined in the CTA and its implementing regulations) are once again required to file their BOI reports with FinCEN (except the plaintiffs named in item 6 below)

FinCEN has extended some filing deadlines for BOI reports, as described below from FinCEN’s website:

1. Reporting companies that were created or registered prior to January 1, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN. (These companies would otherwise have been required to report by January 1, 2025.)
   
   
2. Reporting companies created or registered in the United States on or after September 4, 2024 that had a filing deadline between December 3, 2024 and December 23, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN.
   
   
3. Reporting companies created or registered in the United States on or after December 3, 2024 and on or before December 23, 2024 have an additional 21 days from their original filing deadline to file their initial beneficial ownership information reports with FinCEN.
   
   
4. Reporting companies that qualify for disaster relief may have extended deadlines that fall beyond January 13, 2025. These companies should abide by whichever deadline falls later.
   
   
5. Reporting companies that are created or registered in the United States on or after January 1, 2025 have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their creation or registration is effective.
   
   
6. Plaintiffs in National Small Business United v. Yellen, No. 5:22-cv-01448 (N.D. Ala.)—namely, Isaac Winkles, reporting companies for which Isaac Winkles is the beneficial owner or applicant, the National Small Business Association, and members of the National Small Business Association (as of March 1, 2024)—are not currently required to report their beneficial ownership information to FinCEN at this time.

Cogency is here to assist with filing BOI reports with FinCEN.  For further information on our CTA services, please visit our CTA Resources page or contact your Cogency Global Representative.