CORPORATE TRANSPARENCY ACT UPDATE: Treasury Department Suspends Enforcement of CTA for U.S. Companies, Announces Upcoming Rule Changes

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Corporate Transparency Act Update: Treasury Department Suspends Enforcement of CTA for U.S. Companies and Announces Upcoming Rule Changes

Published: March 6, 2025

by Jeanne L. Vance, Josh P. Concepcion

On March 2, 2025, the U.S. Department of the Treasury announced a major shift in its approach to the Corporate Transparency Act (“CTA”). The Treasury Department stated that it will not enforce any penalties or fines related to the CTA’s reporting requirements against U.S. citizens, domestic reporting companies, or their beneficial owners, both under the current deadlines and after forthcoming rule changes take effect. Additionally, the Treasury Department has indicated that it plans to issue a proposed rule that would limit the CTA’s reach to foreign reporting companies only. At this stage, however, no formal rule change has been enacted which means that the original compliance dates and penalties are still current law.

U.S. Supreme Court Lifts Injunction on Corporate Transparency Act Enforcement; Organizations Obligated to Make BOI Reports

Published: January 24, 2025

by Jeanne L. Vance, Josh P. Concepcion

The Supreme Court of the United States has stayed the nationwide injunction against enforcement of the Corporate Transparency Act (CTA), allowing the government to resume implementation of the law while litigation continues. Therefore, organizations are again required to make beneficial ownership interest reports to the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN).

Corporate Transparency Act Reporting Enforcement and January 1 Deadline Blocked Nationwide by Texas Court

Published: December 4, 2024

On Tuesday, December 3, 2024, a federal District Court in the Eastern District of Texas issued a national preliminary injunction that enjoined the federal government from enforcing the Corporate Transparency Act (CTA) beneficial ownership interest reporting requirements, including the January 1, 2025 deadline, on companies formed prior to January 1, 2024:  Texas Top Cop Shop, Inc. v. Garland, E.D. Texas, No. 4:24-CV-00478, December 3, 2024. 

The issuance of national preliminary injunctions is controversial, a fact acknowledged by the Texas court in its opinion.  We expect the decision to be reviewed quickly by the U.S. Court of Appeals for the Fifth Circuit and, depending on how that appellate court rules, possibly by the U.S. Supreme Court. At the time of this update, the United States Treasury Department has not issued a statement about the Texas decision.  We expect additional legal developments on this subject in the very near future.  We will continue to update our clients on this matter if they have signed up to receive CTA updates here.

Important Notice Regarding the Corporate Transparency Act Filing Requirements (Updated 3/4/2024)

Published: March 5, 2024

UPDATED 3/04/2024

On March 1, 2024, a lower Alabama federal court held that the Corporate Transparency Act, which requires certain businesses to file a BOI Report with FinCEN that includes information about their beneficial owners, is unconstitutional. Importantly, this ruling DOES NOT affect the legal obligation of entities formed in California, Nevada, or Delaware (among other states) to file their BOI Report within the timeframes specified in the chart below at this time.  We are monitoring the development of this and similar court actions across the nation and will continue to provide information about them to those who have indicated a desire to receive this information from us.