***UPDATE***  Just a day after this blog was posted, a federal judge in Texas issued a nationwide preliminary injunction in Texas Top Cop Shop, Inc. v. Garland halting the enforcement of the Corporate Transparency Act and staying the beneficial ownership reporting deadline.    [Read Order here.]  This injunction was stayed for a short time on December 23, 2024 by the US Court of Appeals for the Fifth Circuit, but a merits panel of the court reinstated the injunction on December 26, 2024.  Thus, at this time, the reporting deadlines are not in effect because of the injunction. Read more here.

As 2024 draws to a close, there is an important deadline looming for certain LLCs, corporations, limited partnerships and other entities to file a beneficial ownership report with the Financial Crimes Enforcement Network (“FinCEN”) by January 1, 2025.

Photo by Ales Krivec

The Corporate Transparency Act is a new federal law requiring certain entities to report information about the entity itself and any beneficial owners via the FinCEN website.  Failure to do so can result in both civil and criminal penalties including fines and jail time.

These reporting requirements apply to entities that are created by filing documentation with the Secretary of State.  In Texas, that would include LLCs, corporations, and limited partnerships.  Importantly, it would not include general partnerships.  That said, these requirements will apply to most ag-related LLCs, limited partnerships, and corporations.   For example, if you set up a single-member LLC for your cattle operation for liability purposes, you will need to file a report.  If your parents put the farm into a limited partnership where they are the general partner and you are the limited partner, that limited partnership will need to file a report.  If your grandparents have their farm in a corporation (a common estate planning strategy in the 1970’s and 1980’s), the corporation is a reporting entity under this law.

Earlier this year, we did a blog post covering the who, what, when,  where and why of the Corporate Transparency Act.  For a detailed description of the law and requirements, click here.

If you’d like to hear my discussion with Amber Miller and Ashley Pirtle, both lawyers advising clients on these reports, you can listen to our Ag Law in the Field Podcast episode here.

We would advise you to contact your lawyer or accountant today if you think these requirements may apply to you and to ensure your reporting is filed by January 1, 2025.