BOI Reporting Whiplash – Reversal (Again) of Dec 23 Ruling (December 26, 2024) 

Written By Kate Strauss

Current Status: On December 26, 2024, a second Fifth Circuit Court of Appeals panel reinstated the nationwide injunction blocking enforcement of the Corporate Transparency Act (CTA) and Beneficial Ownership Information (BOI) reporting requirements. The Court stated that the injunction was necessary “to preserve the constitutional status quo while the merits panel considers the parties' weighty substantive arguments.” This decision reverses the December 23, 2024, ruling in which a different panel briefly reinstated the BOI reporting requirements. 

A brief timeline of prior events: 

  • December 3, 2024: The US District Court for the Eastern District of Texas issued a nationwide injunction, pausing enforcement of the CTA’s reporting requirements. 

  • December 23, 2024: A Fifth Circuit motions panel temporarily lifted the injunction, reinstating the BOI reporting obligations while the appeal proceeded. 

  • After the December 23 ruling: The Financial Crimes Enforcement Network (FinCEN) responded by extending certain BOI reporting deadlines, offering businesses additional time to comply. 

  • December 26, 2024 (current status): The Fifth Circuit merits panel reinstated the nationwide injunction, blocking all CTA enforcement and BOI reporting requirements once again. 

Key Takeaways: 

    • No Immediate BOI Filing Required: The reinstated injunction means businesses that qualify as reporting companies under the CTA  do not have to file BOI reports with FinCEN at this time, but they can if they want to. The CTA remains paused nationwide. 

    • Uncertain Future Compliance Deadlines: The Fifth Circuit merit panel’s decision introduces ongoing uncertainty regarding future deadlines. The CTA’s original reporting deadline of January 1, 2025, and the extended deadline of January 13, 2025, from the last update, currently do not apply. It is unclear if or when the BOI requirements may be reinstated. 

    • Ongoing Legal Battle: The Fifth Circuit merits panel will continue its review of the CTA’s constitutionality following briefing still to come from the parties in the case. The timing of a final ruling remains unclear, but further developments should emerge in the coming months. 

Next Steps for Reporting Companies: 

    • Prepare for Potential Reinstatement: While filings are unnecessary at this time, we recommend businesses that qualify as reporting companies gather beneficial ownership information to stay ready for possible reinstatement at any time. The courts could lift the injunction without notice, potentially reinstating reporting obligations immediately. 

    • Seek Legal Guidance: Businesses navigating this shifting regulatory environment should consult legal counsel for guidance on preparation and risk management strategies. 

We will continue to provide updates as more information emerges. If you have any questions regarding how this may affect your business, contact us today for further assistance. 

Galvanize Law Group provides resources and information for educational purpose only. These articles are general in nature and Galvanize Law Group does not guarantee that the information is accurate at the time of review, given the changing nature of the law and its application to different facts and circumstances. These resources are not intended to and do not constitute legal advice. No attorney client relationship is formed and no representation is solicited by the publication of these resources.
Kate Strauss
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BOI Reporting Deadline Reinstated: Key Compliance Actions Required by January 13, 2025