Client Alert - Revival of the Corporate Transparency Act; Extended Filing Deadlines

On February 18, 2025, the United States District Court for the Eastern District of Texas (Eastern District of Texas) issued a decision that revived the immediate enforceability of the Corporate Transparency Act (CTA). In Smith, et al. v. U.S. Department of the Treasury, et al., the Eastern District of Texas stayed its nationwide preliminary injunction against the CTA’s reporting requirements, which was issued on January 7, 2025.  This means that, among other obligations, the beneficial ownership reporting obligations for reporting companies created or registered prior to January 1, 2024, is back in effect.
This situation is extremely dynamic. However, in light of the Eastern District of Texas’s ruling, the Financial Crimes Enforcement Network (FinCEN), the agency of the Treasury Department responsible for enforcing the CTA, has updated and extended the filing deadlines for certain reporting companies under the CTA, as per the below.

1.            Reporting companies created or registered in the United States prior to January 1, 2024 have until March 21, 2025 to file their initial beneficial ownership information reports with FinCEN. (These companies were initially required to report by January 1, 2025.)

2.            Reporting companies created or registered in the United States during 2024 should also file the initial beneficial ownership information reports with FinCEN by March 21, 2025, if they have not already done so.

3.            Reporting companies created or registered in the United States on or after January 1, 2025 should file their initial beneficial ownership information reports with FinCEN by the later of March 21, 2025 or 30 days after the formation of the applicable entity.

Please note, if you are a member of the National Small Business Association, you should contact Sadis to determine your filing obligations.

If Sadis was previously assisting you with your CTA reporting we will be in touch shortly to reinitiate the process. If you have any questions about your CTA filing obligations, please feel free to contact David Fitzgerald at (212) 573-8428 or dfitzgerald@sadis.com.