Corporate Transparency Act Resources

— Update: March 26, 2025 —

On March 21, 2025 the United States Department of Treasury announced that companies incorporated in a U.S. state, known as “U.S. reporting companies,” and citizens and residents of the United States are no longer subject to the filing requirements of the Corporate Transparency Act (CTA).

The Treasury Department’s announcement eliminates the need for any U.S. reporting companies to file a Beneficial Ownership Information Report (BOIR,) or file any BOIR updates with the United States Department of Treasury Financial Crimes Enforcement Network (FinCEN).

The Treasury Department also announced that the CTA’s filing requirement continues to apply to “foreign reporting companies,” although in some cases with a reduced disclosure obligation. A “foreign reporting company” is defined as an entity that is formed under the law of a foreign country and has registered to do business in any U.S. state.

A foreign reporting company that has not filed an initial BOIR now has a filing deadline of April 20, 2025. A foreign company that becomes a foreign reporting company in the future will have a filing deadline 30 days after being notified that it is officially registered to do business in a U.S. state. However, because the requirement to disclose the personal information of U.S. citizens and residents has been eliminated, the information to be disclosed by a foreign reporting company will be limited to company information and the personal information of foreign beneficial owners.

Should you have any questions about the Corporate Transparency Act, contact Attorney Tony Delyani at tony.delyani@mclane.com or (603) 334-6935.

 

WEBINARS: 

January 23, 2024 – Attorneys Patrick Closson and Tony Delyani presented a Corporate Transparency Act webinar. To view the webinar replay click here.

 

LATEST UPDATES:

March 7, 2025 – The United States Department of the Treasury has announced that it intends to issue a notice to limit Corporate Transparency Act compliance to foreign companies registered to do business in the United States. The effect of the announcement and the anticipated notice is that reporting companies that have not filed an initial BOIR will not be required to do so, and reporting companies that have submitted an initial BOIR will not be required to submit future updates.

February 21, 2025 – In February 18, 2025, a federal court took action that reinstates the requirement that all reporting companies subject to the Corporate Transparency Act’s (CTA) filing requirement that have not already filed a Beneficial Ownership Information Report (BOIR) under the Act are once again required to file. To read the rest of this client notice, click here.

December 26, 2024 – On December 26, 2024, the United States Fifth Circuit Court of Appeals reversed a December 23, 2024 court decision that lifted the injunction on enforcement of the Corporate Transparency Act.  The result of this reversal is that reporting companies required by the CTA to submit a Beneficial Ownership Information Report to the U.S. Treasury Department’s Financial Crimes Enforcement Network, or FinCEN, are no longer required to do so. All filing deadlines established shortly after the injunction was lifted, including the January 13, 2025 deadline for filings by reporting companies formed before 2024, are no longer in effect. To read the rest of client notice, click here.

December 24, 2024 – On December 23, 2024, the United States Fifth Circuit Court of Appeals lifted a lower court’s injunction that temporarily prohibited the enforcement of the Corporate Transparency Act (“CTA”), the federal law that requires most small businesses and holding companies (“Reporting Companies”) to make a filing with the Financial Crimes Enforcement Network (“FinCEN”), the federal agency administering the CTA.  As a result of this most recent order, CTA filings are again required to be made with FinCEN. Information regarding the filing requirement and the limited exemptions from filing available to some entities can be found at the FinCEN website (www.FinCEN.gov). To read the rest of the client notice, click here.

December 3, 2024 – On December 3, 2024, the United Stated District Court for the Eastern District of Texas issued an injunction temporarily prohibiting the federal government from enforcing the Corporate Transparency Act nationwide. Pending a final ruling, companies subject to the CTA, known as “reporting companies,” are not required to comply with the CTA’s reporting requirements or filing deadlines. To read the rest of the client notice, click here.

January 1, 2024 – The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) began accepting beneficial ownership information reports. The bipartisan Corporate Transparency Act, enacted in 2021 to curb illicit finance, requires many companies doing business in the United States to report information about the individuals who ultimately own or control them. To read more, click here.

December 21, 2023 – The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a final rule that establishes the framework for access to and protection of beneficial ownership information (BOI). FinCEN is committed to creating a highly useful database for authorized BOI recipients while protecting this sensitive information from unauthorized disclosure. BOI will provide essential information to the law enforcement, intelligence, and national security professionals working to protect U.S. economic and national security. Financial institutions will also have access under certain circumstances. FinCEN has also issued two interagency statements to give banks and non-bank financial institutions guidance on the interplay between the final rule and FinCEN’s existing Customer Due Diligence Rule. To read more, click here.

November 29, 2023 – The Financial Crimes Enforcement Network (FinCEN) issued a final rule that extends the deadline for certain reporting companies to file their initial beneficial ownership information (BOI) reports with FinCEN. Reporting companies created or registered in 2024 will have 90 calendar days from the date of receiving actual or public notice of their creation or registration becoming effective to file their initial reports. To read more, click here.

 

RESOURCES:

The documents found in the categories below include important information on the CTA including key questions, fact sheets, and filing dates.

   

If you would like additional information visit the FinCEN website here.

CONTACT: 

If you need further assistance or have a question please reach out to Attorney Anthony Delyani: