As you may recall, we previously sent an email about the federal Corporate Transparency Act (the “CTA”). The CTA created a new reporting requirement for most small businesses, starting in 2024, known as a “Beneficial Ownership Information” or “BOI” report. Earlier this month, we notified you that a federal judge imposed a preliminary injunction and temporarily relieved companies from their BOI reporting obligations.
On December 23, 2024, a panel of federal judges lifted the preliminary injunction and reinstated the BOI reporting obligations. Because BOI reporting obligations are reinstated, companies are once again required to file a BOI report.
In light of the fast approaching original January 1, 2025 reporting deadline, the Financial Crimes and Enforcement Network (“FinCEN”) has extended the BOI reporting deadline as follows:
- Businesses formed prior to January 1, 2024 have until January 13, 2025 to file your BOI report.
- Businesses formed on or after September 4, 2024 to December 2, 2024 have until January 13, 2025 to file your BOI report.
- Businesses formed on or after December 3, 2024 to December 23, 2024 have 111 days (that is, the original 90 day deadline plus a 21-day extension) from the formation date to file your BOI report.
- Businesses formed on or after January 1, 2025 will have 30 days from the formation date to file your BOI report (not 90 days as businesses formed in 2024 were given).
This change by FinCEN does not impact the existing reporting obligation for businesses formed between January 1, 2024 and September 3, 2024. If your business was formed during this time frame, you should have already filed your BOI report, unless your business is exempt. If you have not yet filed, we recommend you file your BOI report as soon as possible.
FinCEN is accepting BOI reports at www.fincen.gov/boi, or we can connect you with a third-party service provider to help streamline the process. When information about your business or its beneficial owners change, you must update your report within 30 days.
This is not a final decision from the panel of federal judges, and we will update you if the reporting obligations change again. You can also review the most recent updates from FinCEN at www.fincen.gov/boi. If you have additional questions or concerns, please contact your attorney.