What Happened?

On February 18, 2025, the last of the nationwide injunctions enjoining enforcement of the Corporate Transparency Act (“CTA”), Smith, et al. v. U.S. Department of the Treasury, et al., (E.D. Tex.), was stayed, paving the way for the Financial Crimes Enforcement Network (“FinCEN”) to resume enforcement of the CTA.  Citing the Supreme Court’s order in McHenry v. Texas Top Cop Shop, Inc., (U.S. Jan. 23, 2025), District Court Judge Jeremy Kernodle stayed his January 7, 2025 nationwide injunction pending resolution of the Department of Justice’s appeal of the district court’s order. As a result, beneficial ownership information (BOI) reporting requirements under the CTA are once again mandatory.

Updated Deadlines

Although FinCEN is still assessing the need for further modifications to reporting deadlines, the following are in effect as of the date of this Alert:

• For many reporting companies, the new deadline to file an initial, updated, and/or corrected BOI report is March 21, 2025.
• Reporting companies that were previously given a reporting deadline later than the March 21, 2025 deadline must file their initial BOI report by that later deadline.
• Newly formed reporting companies must again file within 30 days of formation.

Reporting companies that have not yet filed should prepare necessary BOI report information and documentation for filing by March 21, 2025.  This advice is based only on the law as it stands right now and takes into account no further developments.

For more information, you may contact your Burr & Forman attorney with any questions, for assistance with filing, or for more information about the issues discussed in this Alert.