As promised, FinCEN has adopted its interim final rule and narrowed the filing requirements for Beneficial Ownership Information (“BOI”) reporting under the Corporate Transparency Act (“CTA”). This rule exempts U.S. entities from BOI reporting requirements and only requires foreign reporting companies to report.
Per the interim final rule, entities previously defined as “domestic reporting companies”
On January 23, 2025, the United States Supreme Court granted the government’s application for stay of a recent district court’s preliminary injunction of the enforcement of the Corporate Transparency Act (CTA). With that being said, a separate district court order enjoining enforcement of the CTA remains in effect. Despite the Supreme Court’s decision, FinCEN has
Late on December 26, 2024, a panel of the Fifth Circuit ordered the injunction back into effect. Timing is uncertain for any oral arguments or other court rulings. Voluntary Submission is available. We don’t expect FinCEN, in any event, to reinstate the 12/31/2024 deadline because previously, they had already announced the January 13, 2025, grace
After our December 23 News Alert, FinCEN announced an extension for all filings due by 12/31/2024 for entities formed prior to January 1, 2024. Such subject entities now must file no later than January 13, 2025.
We encourage all interested parties to watch the FinCEN website (Beneficial Ownership Information Reporting | FinCEN.gov) for updates
This is still a developing matter. On December 23, 2024, the Fifth Circuit issued an order that has the effect of reinstating FinCEN’s ability to enforce the CTA and the looming December 31 deadline to file reports for any required entity formed prior to January 1, 2024. FinCEN has yet to update its website with
On December 3, 2024, the U.S. District Court for the Eastern District of Texas entered a preliminary injunction suspending enforcement of the Corporate Transparency Act (CTA) and its implementation of regulations nationwide.[1] Shortly following the ruling, the Department of Justice filed a notice of appeal to the U.S. Court of Appeals for the Fifth Circuit.[2]Continue Reading Corporate Transparency Act (CTA) Enforcement On Hold After Court Ruling
On January 1, 2024, the new reporting requirements under the Corporate Transparency Act (the “CTA”) took effect in the United States. The CTA, aimed at increasing corporate transparency and combating financial crimes, requires “reporting companies” to file Beneficial Ownership Information Reports (“BOIRs”) with the Financial Crimes Enforcement Network (“FinCEN”), disclosing certain beneficial ownership information. This requirement applies to most domestic and foreign entities doing business in the U.S., including limited liability companies, limited partnerships, corporations, and similar structures (each a “Reporting Company”).Continue Reading Upcoming Deadline: Corporate Transparency Act Filings
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to report information about their owners, management and the individuals who helped create the entities to the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”). The information reported to FinCEN is intended to assist law enforcement in combating money laundering, tax fraud, terrorist financing, and other unlawful activities that occur through shell and front companies.Continue Reading The Corporate Transparency Act (Part 1): An Overview
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to report information about their owners, management and the individuals who helped create the entities to the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”). The information reported to FinCEN is intended to assist law enforcement in combating money laundering, tax fraud, terrorist financing, and other unlawful activities that occur through shell and front companies.
This is the second article in a new series about the CTA. This edition will provide a more detailed look at the exemptions from reporting requirements under the CTA. Continue Reading The Corporate Transparency Act (Part 2): Exemptions from the Reporting Requirements
On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to report information about their owners, management and the individuals who helped create the entities to the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”). The information reported to FinCEN is intended to assist law enforcement in combating money laundering, tax fraud, terrorist financing, and other unlawful activities that occur through shell and front companies.
This is the third article in a new series about the CTA. This edition will outline the information required to be reported to FinCEN by reporting companies and highlight the timeline for reporting such information.Continue Reading The Corporate Transparency Act (Part 3): Reporting Requirements