In a significant development, the Court of Appeals has stayed the injunction that previously impacted beneficial ownership reporting requirements. FinCEN has responded promptly by updating its guidance and deadlines for compliance. Here’s what you need to know:
Background
On December 23, 2024, a federal Court of Appeals decision reversed the preliminary injunction that had suspended certain reporting obligations. As a result, most reporting companies are once again required to file beneficial ownership information with FinCEN. Recognizing the challenges posed by the period of uncertainty, the Department of the Treasury has provided a grace period by extending key deadlines for compliance.
New Reporting Deadlines
FinCEN has outlined the following adjustments to the reporting timeline:
- Companies Created or Registered Before January 1, 2024
- New Deadline: These companies now have until January 13, 2025, to submit their initial beneficial ownership information reports.
- Previous Deadline: Originally, these companies were required to file by January 1, 2025.
- Companies Created or Registered Between September 4, 2024, and December 23, 2024
- New Deadline: Companies with filing deadlines falling between December 3, 2024, and December 23, 2024, have until January 13, 2025, to submit their reports.
- Companies Created or Registered Between December 3, 2024, and December 23, 2024
- New Deadline: These companies have been granted an additional 21 days from their original filing deadlines to comply.
- Disaster Relief Extensions
- Companies qualifying for disaster relief may have extended deadlines that go beyond January 13, 2025. These companies should adhere to the later of the applicable deadlines.
- Companies Created or Registered On or After January 1, 2025
- Filing Requirement: These companies must file their initial beneficial ownership information reports within 30 days of receiving either actual or public notice that their creation or registration is effective.
Key Takeaways
- The stay issued by the Court of Appeals has reinstated reporting obligations, but FinCEN’s updated deadlines offer some flexibility for companies adjusting to the restored requirements.
- Reporting companies should carefully review their registration dates and ensure compliance with the applicable deadlines to avoid penalties.
- For companies eligible for disaster relief or those with unique circumstances, consulting FinCEN’s detailed guidance or seeking legal counsel is advisable.
Next Steps for Reporting Companies
If your company falls under the reporting requirements, here’s how to prepare:
- Verify Your Reporting Status: Determine whether your company qualifies as a reporting company under the updated rules.
- Review Deadlines: Note the specific deadline applicable to your registration date.
- Submit Reports Promptly: File your beneficial ownership information as soon as possible to avoid last-minute issues or penalties.
Stay tuned for further updates from FinCEN and ensure your compliance measures are aligned with these new timelines.
