Corporate Transparency Act: Back in Effect (Again)
On February 17, 2025, a federal judge in the Eastern District of Texas stayed the injunction blocking the enforcement of the Corporate Transparency Act (CTA) in the case Smith v. U.S. Department of the Treasury. As a result, reporting companies once again are required to file beneficial ownership information (BOI) with FinCEN. The new filing deadline is March 21, 2025.
02.19.25
As we previously reported, on January 23, 2025, the Supreme Court stayed the injunction in Texas Top Cop Shop, Inc. v. Garland [1], pending the outcome of oral arguments. However, the CTA remained unenforceable as Judge Kernodle, another federal judge in the U.S. District Court for the Eastern District of Texas, had previously granted a separate nationwide preliminary injunction in Smith v. U.S. Department of the Treasury. [2]
On February 17, 2025, Judge Kernodle lifted the nationwide preliminary injunction in Smith, citing the Supreme Court ruling. Thus, the reporting obligations under the CTA once again are in effect.
The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued the following statements extending the reporting deadline to March 21, 2025:
“For the vast majority of reporting companies, the new deadline to file an initial, updated, and/or corrected BOI report is now March 21, 2025. FinCEN will provide an update before then of any further modification of this deadline, recognizing that reporting companies may need additional time to comply with their BOI reporting obligations once this update is provided.”
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“Notably, in keeping with Treasury’s commitment to reducing regulatory burden on businesses, during this 30-day period FinCEN will assess its options to further modify deadlines, while prioritizing reporting for those entities that pose the most significant national security risks.
FinCEN also intends to initiate a process this year to revise the BOI reporting rule to reduce burden for lower-risk entities, including many U.S. small businesses.”
Reporting companies formed prior to February 19, 2025, must comply with CTA reporting obligations by March 21, 2025. Reporting companies formed thereafter must comply with the CTA reporting obligations within 30 days of being formed.
While the injunction has been lifted and reporting companies must once again comply with the CTA, a final decision regarding the constitutionality of the CTA remains subject to the pending expedited appeals with the Fifth Circuit. Oral arguments for Texas Cop Shop are scheduled for April 1, 2025. Additionally, the CTA itself is subject to potential ongoing legislative changes.
For additional information or assistance regarding the CTA, contact Jon Katona, Patrick Murphy, Samantha Blank or Madison Mueller.
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View our previous publications on the CTA:
- Corporate Transparency Act: Remains Unenforceable
- Corporate Transparency Act: Enforcement Halted (Again)
- Corporate Transparency Act: Back in Effect, with Deadline Extensions
- Corporate Transparency Act: Nationwide Injunction and Next Steps
- Court Issues Nationwide Injunction Against Enforcement of the Corporate Transparency Act Reporting Deadline
- Filing Deadline Approaches: The Corporate Transparency Act
- The Corporate Transparency Act Found Unconstitutional for Specific Plaintiffs
- The Corporate Transparency Act is in Effect: What You Need to Know
- Corporate Transparency Act Effective Date Approaches
You can also visit FinCEN’s BOI webpage.
[1] Texas Top Cop Shop, Inc., et al. v. Garland, et al., No. 4:24-cv-00478-ALM (E.D. Tex. Dec. 3, 2024).
[2] Smith v. Dep’t of the Treasury, No. 6:24-cv-00336 (E.D. Tex. Jan. 8, 2025).