Corporate Transparency Act Reporting Restart – Corporate and Company Law

Beneficial Ownership Information (“BOI”) reporting
obligations under the Corporate Transparency Act (“CTA”)
are back in effect. On February 17, 2025, a Texas federal judge
lifted the stay he had ordered on January 7, 2025, in Smith v.
U.S. Department of the Treasury, which had prevented the
Government from enforcing BOI reporting requirements on a
nationwide basis.

On February 18, 2025, the Financial Crimes Enforcement Network
of the U.S. Treasury Department (“FinCEN”) issued a
notice that announced the following updates:

1. Unless subject to a later deadline, the new deadline to file an
   initial, updated and/or corrected BOI report with FinCEN is now
   March 21, 2025.




2. Before March 21, 2025, FinCEN may further modify deadlines for
   entities that do not pose significant national security risks. If
   FinCEN does so, it will provide yet another update
   “recognizing that reporting companies may need additional time
   to comply.”




3. Importantly, “FinCEN also intends to initiate a process
   this year to revise the BOI reporting rule to reduce the burden for
   lower-risk entities, including many U.S. small
   businesses.”

Businesses and others impacted by the CTA should prepare now to
meet the March 21 deadline. Please contact a Hall Estill lawyer in
our Corporate & Business Services Group for further
guidance.

In the meantime, there are multiple cases challenging the CTA,
including Smith, that will continue to work their way
through the courts and Congress may also take preemptive action. On
February 10, 2025, the U.S. House of Representatives passed H.R.
736, which would allow FinCEN to extend the compliance deadline for
pre-2024 reporting companies to January 1, 2026. This legislation
has been referred to a Senate committee for further
consideration.

The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.