Updates to Reporting Deadlines for Beneficial Ownership Information – Reporting requirements for beneficial ownership information are now in effect, with deadline extensions

In light of a decision of the Federal Court of Appeal dated December 23, 2024, Reporting entities are again required to submit beneficial ownership information to FinCEN, unless otherwise noted below. However, recognizing that reporting entities may require additional time to comply given the period during which the injunction was in effect, Treasury has extended the reporting deadline as follows:

• Reporting companies incorporated or registered before January 1, 2024 have until January 13, 2025 to file their initial beneficial ownership information reports with FinCEN. (Otherwise, these companies would have been required to report by January 1, 2025.)
• Reporting companies incorporated or registered in the United States on or after September 4, 2024 and whose filing deadline was between December 3, 2024 and December 23, 2024 will have until January 13, 2025 to file their first information reports Beneficial owners must be submitted to FinCEN.
• Reporting companies incorporated or registered in the United States on or after December 3, 2024 and on or before December 23, 2024 will have an additional 21 days from the original filing deadline to file their first beneficial ownership information reports with FinCEN .
• Reporting businesses eligible for disaster assistance may be subject to extended deadlines beyond January 13, 2025. These companies should adhere to the deadline, which is later.
• Reporting companies incorporated or registered in the United States on or after January 1, 2025 will have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their incorporation or registration is effective.
• As stated in the alert entitled “Notice Regarding National Small Business United v. Yellen, No. 5:22-cv-01448 (ND Ala.),” plaintiffs have stated in National Small Business United v. YellenNo. 5:22-cv-01448 (ND Ala.) – namely, Isaac Winkles, reporting companies for which Isaac Winkles is the beneficial owner or filer, the National Small Business Association and members of the National Small Business Association (as of 1. March 2024) – are not currently required to report their beneficial ownership information to FinCEN.

On Tuesday, December 3, 2024, in the case of Texas Top Cop Shop, Inc., et al. v. Garland et al., No. 4:24-cv-00478 (ED Tex.), the United States District Court for the Eastern District of Texas, Sherman Division, entered an order granting a nationwide preliminary injunction. On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit granted a stay of the district court’s preliminary injunction striking down the Corporate Transparency Act (CTA) issued in the case of . Texas Top Cop Shop, Inc. v. Garlandpending the outcome of the Treasury Department’s ongoing appeal against the district court’s order. Texas Top Cop Shop is just one of several cases challenging the CTA and pending in courts across the country. Several district courts have rejected motions to injunct the CTA and ruled in favor of the Treasury Department. The Government continues to believe that the CTA is constitutional, consistent with the conclusions of the U.S. District Courts for the Eastern District of Virginia and the District of Oregon. Therefore, on December 5, 2024, the Department of Justice filed a notice of appeal on behalf of the Treasury Department and separately asked the district court and the U.S. Court of Appeals for a stay of the injunction pending appeal to the Fifth Circuit.