The Corporate Transparency Act: Back in Effect

TL;DR:  The Corporate Transparency Act (CTA) is back in effect with March 21 deadline.

What just happened?  In an order signed on February 17, 2025, the District Court in Smith v U.S. Department of the Treasury struck down the last remaining nationwide injunction suspending enforcement of the Corporate Transparency Act (CTA).  As a result, the CTA is back in general effect. 

Based on its victory in Smith, FinCEN has set the new CTA filing deadline at March 21, 2025.  Special enforcement rules and deadlines apply to certain reporting companies that are beneficiaries of disaster and other injunctive relief.  For more detail, consult FinCEN’s updated website.

What’s next?  Even with the removal of the Smith injunction, the CTA’s ultimate fate remains uncertain.  In its website update, FinCEN hints that additional regulatory relief may be forthcoming, announcing in somewhat cryptic terms that:

1. During the initial grace period (March 21), FinCEN “will assess its options to further modify deadlines, while prioritizing reporting for those entities that pose the most significant national security risks;” and
2. FinCEN “intends to initiate a process this year to revise the [CTA] reporting rule to reduce burden for lower-risk entities, including many U.S. small businesses.”

Moving in parallel with any potential regulatory relief, competing legislation pending in Congress, if enacted, would either delay or completely repeal the CTA. 

So, after all is said and done either through regulation or legislation, the CTA may end up surviving only in a much reduced form or even not at all. However, until then, every potential reporting company seems to have no other choice but to work towards the tight March 21 filing deadline in accordance with existing CTA guidance.

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If you have any questions about this latest CTA development or need help choosing the right compliance strategy in this highly uncertain and fluid legal environment, please contact your Herrick attorney or any member of Herrick's CTA team through our Corporate Transparency Act Resource Center.

Mark A. Limardo at + 1 212 592-1494 or [email protected]
Theresa Fortin Balducci at + 1 212 592-1481 or [email protected]
Daniel A. Etna at + 1 212 592-1557 or [email protected]
Fred R. Green at + 1 212 592-5910 or [email protected]
Leah Kelman at + 1 973 274-2004 or [email protected]
Ellen L. Shapiro at + 1 212 592-1533 or [email protected]
Louis Tuchman at + 1 212 592-1490 or [email protected]

© 2025 Herrick, Feinstein LLP. This alert is provided by Herrick, Feinstein LLP to keep its clients and other interested parties informed of current legal developments that may affect or otherwise be of interest to them. The information is not intended as legal advice or legal opinion and should not be construed as such.