Corporate Transparency Act (CTA)

The Corporate Transparency Act (CTA): What Aircraft Owners and Operators Need to Know

Updated March 3, 2025

The Corporate Transparency Act (CTA), enacted in 2021, requires certain businesses to report information about their owners to the Financial Crimes Enforcement Network (FinCEN). It applies to limited liability companies (LLCs) and other business entities, including entities that own business aircraft in an LLC, a common structure to establish leases under which companies may share aircraft and for a host of other business and tax reasons. The current deadline to file Beneficial Ownership Information (BOI) reports for most impacted entities is March 21, 2025. However, FinCEN announced on Feb. 27, 2025, “that it will not issue any fines or penalties or take any other enforcement actions against any companies based on any failure to file or update” these reports by the current deadline.

A statement from the U.S. Treasury Department on March 2, 2025, indicated that a forthcoming “proposed rulemaking would narrow the scope of the rule to foreign reporting companies only.” Entities potentially subject to the CTA, especially those entities formed under the laws of a foreign country or with foreign citizens as beneficial owners, should continue monitoring developments and reach out to their legal and tax advisors for more information.

CTA Raises Privacy Concerns

NBAA has raised concerns about privacy for business aircraft owners and business aircraft ownership structures.

CTA Requirements Subject to Change

Implementation of the CTA has not gone smoothly. Several cases, including Texas Top Cop Shop v. Garland and Smith v. U.S. Department of the Treasury, have called into question the constitutionality of the law. Federal judges hearing these two cases initially made determinations that the CTA was likely unconstitutional and enjoined enforcement of the law. However, a decision of the U.S. Supreme Court on Jan. 23, 2025, and a subsequent order by the judge in the Smith case on Feb. 18, 2025, mean that the reporting requirements of the CTA are once again in effect. On Feb. 18, 2025, FinCEN issued guidance extending the compliance deadline to March 21, 2025, for most companies, and then announced on Feb. 27, 2025, that it would not penalize companies that fail to file BOI reports by this deadline.

Review the FinCEN Notice FIN-2025-CTA1.

Multiple bills have been introduced in the U.S. House and Senate that would delay certain reporting requirements, or even repeal the CTA entirely.

FinCEN’s release on Feb. 27, 2025, indicated that new reporting deadlines would be included in an interim final rule that will be issued by March 21, 2025. FinCEN will also consider changes to the reporting requirements, although it is unclear what these changes may include.

What’s Next?

NBAA will continue to monitor this evolving situation, including related legal actions.