Corporate Transparency Act Deadlines On Hold – Corporate Governance
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On February 27, 2025, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) announced that it would not issue any fines or penalties or take other enforcement actions for a failure to comply.
United States
Corporate/Commercial Law
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On February 27, 2025, the U.S. Department of the Treasury’s
Financial Crimes Enforcement Network (“FinCEN”) announced
that it would not issue any fines or penalties or take other
enforcement actions for a failure to comply with the current
deadlines under the Corporate Transparency Act (the
“CTA”). The CTA had been subject to a number of
injunctions against enforcement over the past several months, the
last of which was lifted on February 18, 2025.
The CTA requires a range of entities, primarily smaller,
otherwise unregulated companies, to file a report with FinCEN
identifying the entities’ beneficial owners—the persons
who ultimately own or control the company—and provide similar
identifying information about the persons who formed the entity.
The CTA also authorizes FinCEN to disclose this information to
authorized government authorities and to financial institutions in
certain circumstances.
FinCEN indicated that its non-enforcement position will remain
in effect until a forthcoming interim final rule with new deadlines
becomes effective. FinCEN stated that it expects to issue an
interim final rule no later than March 21, 2025 to extend
beneficial ownership information reporting deadlines, recognizing
the need to provide new guidance as quickly as possible.
As a result, reporting companies will not face any adverse
consequences for failing to file or update a beneficial ownership
information report until FinCEN publishes new deadlines.
We continue to closely monitor further developments with respect
to the CTA.
Corporate Transparency Act Deadlines on
Hold
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