FinCEN is currently enjoined (i.e. restrained) from enforcing Beneficial Ownership Information Reporting (BOIR) the Corporate Transparency Act (CTA), by a legal decision from the US District Court for the Eastern District of Texas, see Texas Top Cop Shop, Inc. v. Garland, E.D. Tex., No. 4:24-cv-00478, 12/3/24.
If you’ve already submitted your BOIR, that’s okay. There’s nothing for you to do. You also do not need to file updates.
If you haven’t submitted your BOIR, that’s okay too. Again, there’s nothing for you to do.
*** OUR RECOMMENDATION: This is preliminary injunction, temporarily blocking the enforcement of the CTA and its reporting requirements. This injunction can be removed or modified at any time. Because of this, if you’re not going to report your company’s BOIR, we strongly encourage you to be extra vigilant in monitoring legal developments closely. Alternatively, you can just file as a matter of “best practice”.
What is BOIR Under the CTA?
The CTA is an Act passed by Congress requiring almost all businesses in the US to report Beneficial Ownership Information (not just “ownership information”, but “beneficial ownership information”). It was being enforced by FinCEN.giv, as of 1/1/2024, requiring all companies to submit an initial BOIR (stands for “Beneficial Ownership Information Report”) no later than 1/1/2025 for companies existing prior to 1/1/2024, and all new companies to submit within 90-days of forming in 2024, and 30-days of forming in 2025 and onward.
The penalties for either not reporting or reporting false or incomplete information is very stiff. Criminal sanctions of up to $10,000 and 2 years in jail. Civil penalties of up to $500/day.
