Client Alert: Corporate Transparency Act Update
On December 23, 2024, the Fifth Circuit Court of Appeals lifted the nationwide injunction imposed on enforcement of the Corporate Transparency Act’s (“CTA”) beneficial ownership reporting requirements. The result of this decision is that the reporting deadline for pre-2024 reporting companies was reinstated. As a result of the decision, FinCEN has announced that in recognition of the fact that reporting companies may now need more time to comply as a result of the preliminary injunction they will be extending the reporting deadlines. Reporting companies that were created or registered prior to January 1, 2024 have been given an extension of time to until January 13, 2025 rather than the original deadline of January 1, 2025.
For those trust structures which include reporting companies, we would once again like to provide reporting information for Commonwealth Trust Company (“Commonwealth”) to be used by the responsible party for each entity in completing the reporting company’s beneficial ownership filing. Experts are recommending that to report a trust, the responsible parties include the trustee, a named Investment Adviser, any named Distribution Adviser, and any other individual with power over the decisions of the trust under its governing instrument. For purposes of reporting Commonwealth as trustee of your trust, we believe that you need only report our corporate name and not the names of individual Commonwealth employees (we are an exempt entity under the CTA). Please report Commonwealth as trustee simply by reporting the name “Commonwealth Trust Company.” If additional information is needed, please feel free to reach out to your Trust Administrator; however we encourage all responsible parties to engage qualified professionals to assist with the company filings where they deem appropriate.
Additional information about the CTA and specific instructions regarding the online reporting process, including step-by-step instructions, can be found at https://fincen.gov/boi and https://boiefiling.fincen.gov/help.
Commonwealth Trust Company is pleased to provide this article as a guide. Commonwealth Trust Company is not engaged in the practice of law and is not providing legal advice by the provision of these materials. Commonwealth Trust Company recommends that clients seek the opinion of their attorney regarding the specific legal and tax issues addressed in this article.