Corporate Transparency Act (CTA) is a law which requires certain entities to report beneficial ownership information to the United States Department of Treasury’s Financial Crimes Enforcement Network (FinCEN). The original deadline for filing was no later than Dec. 31, 2024, for companies in existence prior to Jan. 1, 2024. (Click here for GHJ’s prior Alerts on the topic.). 

CURRENT STATUS

Last year, significant amount of litigation ensued with a number of stops as a result of stays being issued by judges and subsequent starts as the stays were lifted. The latest development was on Feb. 17, 2025, when a judge in the Eastern District in Texas stayed its order which granted preliminary relief in Smith v. U.S. Department of the Treasury. As a result, the suspension of the application of the CTA’s reporting nationwide was removed and the filings are once again required.

On Feb. 18, 2025, FinCEN issued a notice making March 21, 2025, the reporting deadline for most companies. FinCEN also indicated that they will re-assess options to modify the deadlines on lower-risk entities. 

In the meantime, on Feb. 10, 2025, the U.S. House of Representatives voted 408-0 to pass a law which would provide an extension until Jan. 1, 2026, for reporting companies formed prior to Jan. 1, 2024 to file the reporting information. A companion bill was also proposed in the Senate but has not been voted on.

ON THE HORIZON

As the litigation continues, if the Senate considers the bill that was introduced or if FinCEN unilaterally extends the deadline further, the current status may change. However, since all of these activities are uncertain, reporting companies are encouraged to prepare to comply with the March 21, 2025 reporting deadline.  Reporting companies that were previously given a deadline later than March 21, 2025 (such as those which qualified for certain disaster relief provisions) should file based on the extended deadline. 

GHJ will continue to monitor the developments in this area and will keep you informed. Please reach out to GHJ’s International Tax Practice if you have questions or need assistance with the changes.