CORPORATE TRANSPARENCY ACT ON HOLD - TEMPORARILY

The reporting requirement of entities to file a Beneficial Ownership Information Report (“BOIR”) under the Corporate Transparency Act (“CTA”) and the ability of the Financial Crimes and Enforcement Network (“FinCEN”) to enforce the reporting requirement is currently suspended nationwide following a preliminary injunction issued on December 3, 2024. While FinCEN’s reporting website is still currently operational to receive BOIRs,  entities which have not yet filed their BOIR are under no current obligation to file while this preliminary injunction is in place. Specifically, the preliminary injunction removes the requirement for pre-existing entities to file by January 1, 2025. Please note that this January 1, 2025, deadline was previously extended for Florida entities in certain counties due to hurricane relief. Link to Hurricane Relief map.

This preliminary injunction is separate and apart from the prior Alabama ruling, in which a federal court in Alabama ruled the CTA as unconstitutional on its merits (though limited this ruling to only the named plaintiffs). Link to Alabama Ruling News Flash. That case is currently under appeal. The nationwide preliminary injunction issued on December 3, 2024, does not make a final determination of the constitutionality of the CTA. However, the preliminary injunction was issued after the court found a substantial likelihood that the CTA would be ruled unconstitutional. The preliminary injunction is likely to be appealed. If the appeal is successful, the reporting requirement and enforcement activities would resume. 

If you have already retained Tripp Scott or would like to retain Tripp Scott regarding potential reporting requirements under the CTA, please contact your attorney or email corporatefilings@trippscott.com to discuss your options in light of this recent development. We will continue to provide updates as further developments arise.