In a game of ping pong, the Fifth Circuit Court of Appeals in Texas has lobbed another shot. Just three days after the three-judge “motions panel” issued a “stay” of the District Court’s nationwide injunction of the need for certain “reporting companies” to file Beneficial Ownership Information Reports (“BOIRs”) with FinCEN in compliance with the Corporate Transparency Act (“CTA”), the three-judge “merits panel” vacated the stay, on December 26, 2024. Some may liken the courts’ and FinCEN’s response to the Texas Top Cop Shop, Inc. v. Garland case to the “Whose On First” skit by Abbott and Costello. On December 3rd we had a nationwide injunction, on December 23rd we had a stay of that injunction and on December 26th, a vacation of that stay.

I need a vacation after all of this. And if you already filed the BOIR for your reporting company, stop reading now and continue on merrily with your holiday vacation.

So, to get down to nuts and bolts. The reason the CTA was enacted was to enable law enforcement to identify the actual owners and controllers of companies being used for financial crimes and money laundering. Due to the December 23rd reversal of the injunction, Fin CEN issued a Notice allowing most reporting companies an extension of time to file until January 13. This deadline no longer applies, FOR NOW. The court has a hearing for oral arguments set for March 25, but this may not be the last word before that date. We previously notified our clients to go ahead and file (because we do not think you are criminals), and this newest reversal does not change that opinion. It just allows for more procrastination.

Happy New Year from the Fifth Circuit and Schooley Law Firm.