NLBMDA and Wolters Kluwer are Partnering to Ensure Members Become Compliant Under the Corporate Transparency Act's Reporting Requirements

Three days after the Fifth Circuit ruled that the nationwide CTA injunction would be halted in Texas Top Cop Shop, Inc. v. Garland, a merits panel for the Fifth Circuit vacated the order and has reinstated the nationwide injunction halting enforcement of the Corporate Transparency Act (CTA). This new order means that businesses are no longer required to comply with the previously announced January 13^th deadline for filing Beneficial Ownership Information (BOI) reports with FinCEN.

In its reasoning the court stated, “…in order to preserve the constitutional status quo while the merits panel considers the parties’ weighty substantive arguments, that part of the motions-panel order granting the Government’s motion to stay the district court’s preliminary injunction enjoining enforcement of the CTA and the Reporting Rule is VACATED.”

FinCEN has confirmed that filing BOI reports remains voluntary while the current court order remains in effect. “On December 26, 2024, a different panel of the U.S. Court of Appeals for the Fifth Circuit issued an order vacating the Court’s December 23, 2024 order granting a stay of the preliminary injunction. Accordingly, as of December 26, 2024, the injunction issued by the district court in Texas Top Cop Shop, Inc. v. Garland is in effect and reporting companies are not currently required to file beneficial ownership information with FinCEN.” Complete information can be found on FinCEN’s website.

Businesses are NO longer required to comply with the January 13, 2025, deadline. NLBMDA will continue to follow the appeals process and alert its members with the latest information. Click here for NLBMDA's latest communication. 

By January 1, 2025, over 30 million small businesses must file Beneficial Ownership Information (BOI) reports with the Financial Crimes Enforcement Network (FinCEN) under the Corporate Transparency Act (CTA). This new mandate impacts a wide range of businesses, making it crucial to grasp both the initial filing and ongoing compliance.

About the Corporate Transparency Act (CTA)
The Corporate Transparency Act (CTA) is a federal law that requires certain entities to disclose information about their beneficial owners to the Financial Crimes Enforcement Network (FinCEN). The CTA went into effect on January 1, 2024. The CTA aims to prevent and combat money laundering, terrorism financing, corruption, and tax fraud. It does this by requiring entities to disclose information about their beneficial owners, such as their full legal name, date of birth, residential address, and a unique identifying number. The CTA applies to domestic and foreign entities that are corporations, limited liability companies, or other similar entities that are created or registered to do business in the U.S.

The CTA imposes civil and criminal penalties for violations, including:
Reporting violations
Up to $500 in civil penalties for each day a violation continues, or up to $10,000 in criminal penalties, imprisonment for up to two years, or both.

Disclosure-and-use violations
Up to $500 in civil penalties for each day a violation continues, or up to $250,000 in criminal penalties, imprisonment for up to five years, or both.

NLBMDA Webinar:
To help LBM dealers understand and comply with these requirements, NLBMDA developed this resource page and hosted a webinar on Thursday, November 7 at 1:00 PM Eastern. To watch the recording of the webinar, click here.

Who has to file?
Any domestic corporation/company with less than 20 full time and/or less than $5 million in gross receipts or sales must file a Beneficial Ownership Information Report.

Not sure if your business needs to file? Take the short BizFilings’ BOI quiz to find out your filing status.

Time is running out to meet BOI reporting requirements. The National Lumber & Building Material Dealers Association has partnered with Wolters Kluwer to offer the BizFilings Beneficial Ownership Information Filing Solution—a streamlined, automated tool that reduces filing times and the risk of errors, ensuring compliance with FinCEN.

Avoid penalties and fines - get organized, save time, and file your BOI report today. 

Questions?
NLBMDA encourage all members and industry stakeholders to consult legal counsel for additional guidance. For general questions contact NLBMDA at [email protected].

Additional Beneficial Ownership Information Resources

Top 5 Things Small Businesses Need to Know About the Corporate Transparency Act (CTA) Additional Resources: The 23 exemptions from the Corporate Transparency Act’s beneficial ownership information reporting requirement NLBMDA Exclusive Webinar: Held on Thursday, November 7 - Click here for the recording.  Entities can also submit beneficial ownership information for FREE directly to FinCEN through its online Beneficial Ownership Secure System (BOSS).	Beneficial Ownership Information Ownership What information is required?	Beneficial Ownership Secure Filer Fast, Simple, & Secure	Beneficial Ownership Data Security & Ownership