February 28, 2025: On February 27, 2025, FinCEN announced that by March 21, 2025, it plans to issue new proposed rules regarding CTA reporting deadlines. Additionally, FinCEN announced that, until the new rules become final, it will not impose any fines or penalties or take any other enforcement actions against any companies based on any failure to file or update CTA reports by the current deadlines, including the fast-approaching March 21 date.
To be clear, filing CTA reports remains mandatory, but FinCEN’s February 27 announcement means that businesses which fail to do so will not be fined or penalized (for now).
In December 2024, a U.S. District Court in Texas issued a nationwide order halting enforcement of the Corporate Transparency Act (CTA). Since then, enforcement of the CTA was reinstated, then halted, then reinstated again multiple times in regulatory and court actions all the way up to the U.S. Supreme Court. All told, the requirement for businesses to comply with the CTA has done an about-face at six times over the span of three months. The repeated reversals have jarred U.S. businesses, which can only guess from one week to the next whether they will be required to file CTA reports or face fines and penalties for not doing so. With yesterday’s announcement, FinCEN has now added to the confusion with a seventh—albeit welcome—course correction.
Stay tuned for further guidance from FinCEN on or before March 21, 2025.
Further information about the CTA is available on FinCEN’s website. Also, check out our prior Client Alerts about the CTA:
- Client Alert UPDATE: The Corporate Transparency Act is Back! (Again!) (For Now!) – Most U.S. Businesses Must File by March 21, 2025 (Feb. 21, 2025)
- Client Alert UPDATE: Corporate Transparency Act Injunction Remains In Place Despite Supreme Court Order (Jan. 27, 2025)
- Client Alert UPDATE: Briefing Schedule Set In Appeal of Corporate Transparency Act; Filing Remains Voluntary (Dec. 30, 2024)
- Client Alert UPDATE: Fifth Circuit Court of Appeals Reinstates Injunction of CTA Reporting Requirements; Filing Again Voluntary (Dec. 27, 2024)
- Client Alert: Corporate Transparency Act Deadlines Reinstated; Short Extension Granted (Dec. 24, 2024)
- Client Alert: U.S. District Court Orders Nationwide Injunction of Corporate Transparency Act; Compliance Now Voluntary (Dec. 12, 2024)
- Client Alert: Millions of U.S. Businesses Face New 2024 Year-End Reporting Deadlines Under the Corporate Transparency Act (Oct. 10, 2024)
For CTA questions, please reach out to your Raines attorney or e-mail a member of our CTA team at RainesCTA@raineslaw.com.
The Raines CTA Team:
Derek Dundas
Email: ddundas@raineslaw.com
Direct: 310-620-9338
David Madden
Email: dmadden@raineslaw.com
Direct: 312-704-2177
Jonathan Richter
Email: jrichter@raineslaw.com
Direct: 310-730-4375
Clare McKeown
Email: cmckeown@raineslaw.com
Direct: 312-625-9048
Johnathan Jianu
Email: jjianu@raineslaw.com
Direct: 424-343-8632