Are Rumors of the Corporate Transparency Act’s Death Exaggerated?
As of 2024, the Corporate Transparency Act (CTA) is very much alive—despite a whirlwind of legal challenges and growing opposition. For small businesses and corporate owners across the United States, the message is simple: don’t count on this law going away anytime soon.
What Is the Corporate Transparency Act?
Enacted as part of the National Defense Authorization Act of 2021, the CTA requires many corporations, LLCs, and other entities to file Beneficial Ownership Information (BOI) reports with the Financial Crimes Enforcement Network (FinCEN). Its goal? To crack down on shell companies and financial crimes like money laundering and terrorism financing.
As of January 1, 2024, most new entities must file this information within 90 days of formation. Existing entities formed before 2024 have until January 1, 2025 to comply.
📌 IRS Summary of the CTA and BOI requirements
📌 FinCEN Beneficial Ownership Information Reporting Rule
So… Is the CTA Dead?
No. While there have been legal challenges—most notably a federal district court decision in National Small Business United v. Yellen that ruled the CTA unconstitutional as applied to certain plaintiffs—the ruling currently only applies to the plaintiffs in that case.
FinCEN has responded clearly: “All other reporting companies are still required to comply with the law.”
📌 FinCEN Response to March 1, 2024 Court Ruling
Who Needs to File?
Corporations, LLCs, and similar entities formed in the U.S. or abroad but registered to do business in the U.S.
Exceptions apply to larger entities, regulated firms (like banks), and certain nonprofits.
Need help figuring it out? Use FinCEN’s interactive tool:
📌 BOI Filing Requirement Checker
What Happens If You Don’t File?
Failure to comply can result in civil penalties of up to $500 per day and criminal penalties including fines of up to $10,000 and/or imprisonment.
If you’re not sure whether your business is covered, the time to check is now—not when enforcement actions begin.
📌 FinCEN BOI FAQs
Bottom Line
While legal challenges may eventually reach the Supreme Court, for now the CTA is in full force for everyone except a narrow slice of plaintiffs. If you’re banking on the rumors of its demise, you may be in for a costly surprise.
✅ Prepare. File. Stay compliant.
The Corporate Transparency Act isn’t going anywhere just yet.