BOIR: What the Heck is Going On?
The federal Corporate Transparency Act required that by December 31, 2024, most corporations and limited liability companies file a Beneficial Ownership Information Report (BOIR) with the Financial Crimes Enforcement Network, a division of the U.S. Treasury Department. Further information can be found here. Disclosure of Beneficial Owners of Domestic Business Entities.
On December 3, 2024, the District Court for the Eastern District of Texas held the Corporate Transparency Act unconstitutional and ordered a nationwide injunction prohibiting enforcement of the BOIR filing requirement. The government appealed, and on December 23, 2024, a three-judge panel of the U.S. Court of Appeals for the Fifth Circuit issued an order which stayed the injunction. A new BOIR filing deadline was set for January 13, 2025.
Then, on December 26, 2024, the full Fifth Circuit Court reversed the three-judge panel’s decision. The injunction was restored.
As of now, BOIR filing is still possible on a voluntary basis, but it is not mandatory. FinCEN has confirmed tthat,until further notice, no penalties will be assessed for failure to file. Further developments are expected.
Please contact us with any questions or for help filing your BOIR.
This is not intended to be legal advice. You should contact an attorney for advice regarding your specific situation.
Gary Schuster is a Partner with the firm and practices Business Law, Estate Planning, and Arts & Entertainment. He can be reached by phone at 845-764-9656 and by email.