What the Court's Delay Means for Beneficial Ownership Information Compliance

December 2024

Key Insights

Beneficial Ownership Compliance Delayed by Texas Court: The Beneficial Ownership Information Form (BOI Form) is required under the Corporate Transparency Act (CTA) and must be submitted to FinCEN. Entities formed before January 1, 2024, have until January 1, 2025, to file, while those formed after January 1, 2025, have 30 days to file. A Texas court has ruled that reporting companies formed or registered before Jan. 1, 2024 do not need to comply with CTA’s Jan. 1, 2025 beneficial ownership information reporting deadline pending further order of the court.

The BOI Form provides U.S. law enforcement with ownership information to combat terrorism, money laundering, and other crimes. Entities required to file include LLCs, corporations, trusts, and foreign companies registered in the U.S. Exemptions apply to large operating companies, non-profits, publicly traded companies, and entities with over 20 full-time employees, a U.S. office, and more than $5 million in sales.

The form requires detailed information about the company, beneficial owners, and applicants. Changes must be updated within 30 days. Failure to file can result in civil and criminal penalties, including fines and imprisonment. The process can be time-consuming, taking several hours or days.

Though the form’s submission has been delayed, it is recommended to have the necessary information available to submit if the delay is lifted.