Did the January 23rd U.S. Supreme Court Stay Change Your Filing Obligations with the Corporate Transparency Act?

As of January 24, 2025, entities are not required to file beneficial ownership information  reports (BOI reports) with FinCen.  All filings are optional, and a nationwide preliminary injunction still exists suspending enforcement of the Corporate Transparency Act (CTA).

On January 23, 2025 the U. S. Supreme Court granted the U.S. government’s motion to stay the nationwide preliminary injunction issued by a Texas federal judge in the Texas Top Cop Shop, Inc. v. McHenry case.  However, another Texas judge issued a separate nationwide injunction in early January.  That case, Smith v. U.S. Department of the Treasury, was not affected by the U.S. Supreme Court stay and continues to suspend filing obligations and enforcement of the CTA.

In response to recent U.S. Supreme Court action, FinCen has confirmed that compliance continues to be voluntary in light of the second Texas injunction.  We will continue to monitor the status; however, until the constitutionally of the CTA is determined on its merits, we expect more judicial actions further mudding the waters.

Consistent with past guidance, we recommend you monitor the status of CTA and gather necessary information for BOI reports (including any updates to information in previously filed BOI reports) in the event all injunctions are lifted again or the decisions reversed or vacated.  It is unknown how quickly BOI reports will need to be filed in the future if compliance obligations are reinstated under CTA.  You may also voluntarily file your BOI reports at any time.

For further background information on the CTA please see our previously published articles – The Corporate Transparency Act – What You Need to Know Now, Your Health Care Organization Could Be Subject to the Corporate Transparency Act (CTA), What is Happening with the Corporate Transparency ACT (CTA)?, Well, That was Quick – The Corporate Transparency Act is Back: Appellate Court Lifts Nationwide Injunction, Update: CTA Filing Extended to January 13, 2025 for Entities Formed Prior to 2024, and Hold Your Horses, 5th Circuit… Let’s Figure Out What’s Happening with the Corporate Transparency Act.

The contents of this Client Alert are for informational purposes only and do not constitute legal advice. If you have any questions or want to engage our Firm to provide CTA compliance services, please contact a Baird Holm attorney.