The short version
Reporting companies are not required to file beneficial ownership information (“BOI”) with FinCEN during the pendency of ongoing litigation in federal court.
The long version
- December 3, 2024: The U.S. District Court for the Eastern District of Texas, Sherman Division, issued an order granting a nationwide preliminary injunction preventing BOI filing obligations.
- December 5, 2024: The Department of Justice, on behalf of the Department of the Treasury, filed a Notice of Appeal and separately sought of stay of the injunction pending that appeal.
- December 23, 2024: A panel of the U.S. Court of Appeals for the Fifth Circuit granted a stay of the district court’s preliminary injunction, pending the outcome of the Department of the Treasury’s ongoing appeal of the district court’s order. FinCEN immediately issued an alert notifying the public of this ruling, and recognizing that reporting companies may have needed additional time to comply with beneficial ownership reporting requirements, FinCEN extended reporting deadlines.
- December 26, 2024: A different panel of the U.S. Court of Appeals for the Fifth Circuit issued an order vacating the Court’s December 23, 2024 order granting a stay of the preliminary injunction. Accordingly, as of December 26, 2024, the injunction issued by the district court is in effect and reporting companies are not currently required to file beneficial ownership information with FinCEN.
Time will tell whether the BOI filing obligation will resurface down the line after working its way through the courts, but for now the ‘on again, off again’ courtroom saga is in a period of temporary repose.
Happy new year!
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– Chris