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Whiplash: The Corporate Transparency Act Is Reinstated—and then Paused Again

Corporate Transparency Act reporting requirements update

On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit reinstated the Corporate Transparency Act (CTA) beneficial ownership information (BOI) reporting requirements. The reinstatement came just 20 days following a nationwide preliminary injunction issued by a lower court which had temporarily blocked enforcement of the CTA and its reporting requirements (see our prior article here). The same day, FinCEN issued an alert extending the applicable reporting deadlines for many companies, though not significantly. 

Three days later on December 26, 2024, the Fifth Circuit reversed course and paused the BOI reporting requirements—again.    The government is appealing the lower court’s decision and could seek further relief from the Fifth Circuit or the U.S. Supreme Court, which could result in reinstatement of the CTA’s BOI reporting requirements.

What business owners need to do now

For now, if you have not already filed your BOI, you can hold off filing a BOI report.

However, in light of the ongoing uncertainty and the back-and-forth to date, business owners should closely monitor the situation and take immediate steps to understand their company’s obligations under the CTA and to prepare for timely reporting to FinCEN.

  • Assess Applicability: If you have not already done so, determine whether your business entity falls within the scope of the CTA’s BOI reporting obligations. See our original article here for information on how to determine whether the CTA applies to you. Tip: it applies broadly, including to single-member LLCs.
  • Prepare for Filing: Collect the necessary beneficial ownership information about your reporting company. Familiarize yourself with FinCEN’s reporting procedures and ensure that you are ready to submit the required information promptly.
  • Consult Legal Counsel Consult an attorney to understand how these developments may impact your specific business circumstances and to receive guidance on best practices.
  • Stay Informed: Monitor updates from FinCEN concerning the pending litigation and any changes to compliance requirements.

Stay tuned for further updates from ImpactGC–we will do our best to keep you informed of any changes in status as they occur!

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At ImpactGC, we offer tailored legal solutions for your growing business.

This article is intended to provide general information about the CTA and does not constitute legal advice. We encourage you to consult with an attorney for advice based on your specific circumstances. This article does not create an attorney-client relationship between ImpactGC and you or your company, or create any duties to provide advice with respect to the CTA. ImpactGC is not responsible for updating you or your company about developments regarding the CTA.

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Meagan Olsen

Meet the Author

Meagan is an accomplished lawyer with twenty years of experience, including as a partner at a top-tier global law firm, in house counsel at a Fortune 500 company and general counsel to multiple growth companies. Leveraging her deep experience as a corporate and securities lawyer and broad experience as a general counsel, Meagan works with companies across industries and at all stages of their lifecycle, making her a versatile legal partner. She works with clients to understand their strategic goals and KPIs, identify risks and opportunities, and collaborates with them to implement legal solutions that support the business’s objectives.

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Meagan Olsen

PARTNER

CONTACT

EDUCATION

J.D., Fordham University School of Law

B.S. Business Administration (Accounting and Finance), Georgetown University

PRACTICE AREAS

TBC

BAR ADMISSION

New York, California

Meagan is an accomplished lawyer with twenty years of experience, including as a partner at a top-tier global law firm, in house counsel at a Fortune 500 company and general counsel to multiple growth companies.

Leveraging her deep experience as a corporate and securities lawyer and broad experience as a general counsel, Meagan works with companies across industries and at all stages of their lifecycle, making her a versatile legal partner. She works with clients to understand their strategic goals and KPIs, identify risks and opportunities, and collaborates with them to implement legal solutions that support the business’s objectives. 

Meagan has significant experience working with boards of directors and executives on corporate governance and investor relations, and guiding companies through complex domestic and international M&A transactions, debt and equity financings (public and private), SEC reporting obligations, stock exchange compliance and commercial contracts. She also has experience advising companies on a wide array of strategic and operational matters, including international market and product expansion, marketing, sustainability programs, equity plan management, executive compensation, employment/HR matters, intellectual property matters, litigation management and compliance.   

Meagan is passionate about supporting purpose-driven organizations, a commitment that is evident in her personal consumer choices and volunteer efforts, as well as her professional pursuits. She enjoys working with organizations on implementing people- and planet-focused initiatives. She also has a demonstrated commitment to non-profit organizations, including assisting multiple non-profits with formation and tax-exempt qualification and advising AIDS Project Los Angeles and I am a voter (an organization focused on voter registration and civic engagement) on transformative corporate transactions, all on a pro bono basis. 

Meagan is based in Los Angeles. In her free time, she enjoys spending time outdoors and volunteering with her family, playing pickleball, and exploring the city’s vibrant food scene.

Key Experience: 

  • General Counsel and Corporate Secretary, Parachute Home, a premium home essentials company with a commitment to responsible materials, circularity and emissions reduction 
  • General Counsel and Chief of Staff, Byte (subsidiary of Nasdaq-listed Dentsply Sirona Inc.), a mission-driven teledentistry platform and clear aligner brand dedicated to improving access to oral health and straight smiles  
  • Partner, Paul Hastings LLP 
  • Senior Counsel, Corporate & Securities, Mattel 

Memberships/Activities:

  • Guest lecturer at UCLA School of Law and USC School of Law 
  • Member of TechGC and Women’s General Counsel Network 

Jim Black

MANAGING PARTNER

CONTACT

EDUCATION

J.D., University of Virginia School of Law

PRACTICE AREAS

TBC

BAR ADMISSION

New York, District of Columbia

Jim is a highly experienced corporate lawyer with more than two decades of legal experience, including as a partner in a leading global law firm and most recently as Chief Legal and Compliance Officer and Member of the Executive Leadership Team of a publicly traded international company.   

 

Jim’s career has shown him the importance of working with a clear focus on ethical and sustainable business practices, which led him to co-found ImpactGC to further his personal mission of helping make business a force for good.  Jim is fully committed to operating with a triple-bottom-line approach (People, Planet, Profit) and to helping mission-driven clients of all types pursue their important social, environmental and governance aims. 

Jim has extensive experience counseling founders and executive teams on corporate strategy, major transactions and other important matters, including litigation management, corporate governance and compliance. He has advised on numerous complex commercial contracts across a range of industries, as well as mergers and acquisitions and corporate finance deals. His commitment to social justice and human rights is reflected in a long track record of pro bono and other volunteer work, including advising a prominent LGBTQ civil rights organization, the Innocence Project and the American Academy in Berlin, among others.   

Jim spent well over a decade working and studying overseas, including in Germany and the Czech Republic, and he speaks fluent German.  He is a frequent author and speaker on a wide range of business law topics, including those of particular relevance to mission-driven companies. He is based in the Washington D.C. area, where he loves to spend time hiking, biking and running the trails and communing with nature in the woods of Northern Virginia.  In his personal time, he is a devoted father of two, partner and dog dad of a highly opinionated Shiba Inu.  

Key Experience: 

  • Chief Legal and Compliance Officer and Member of the Executive Leadership Team, Northern Data Group 
  • Partner, White & Case, LLP 
  • Partner, Acceleron Law Group, LLP 
  • Counsel, Morrison & Foerster LLP 
  • Counsel, Linklaters LLP 

Select Speaking Engagements and Publications: 

  • “The Benefit Corporation Movement”, presentation at ABA Business Law Section Meeting, Orlando, FL April 2024 
  • “Leading Evolving Organizations”, panel discussion on employee ownership at BLD Southeast, September 2024 
  • Various contributions to ABA M&A Committee Deal Points studies and the Annual Survey of Judicial Developments Pertaining to M&A 
  • Numerous other articles in ABA publications and the legal and financial press on various aspects of business law 

Memberships/Activities:

  • Member of Steering Committee of B Local Mid-Atlantic
  • B Academics  
  • National Center for Employee Ownership 
  • American Bar Association Business Law Section, Middle Market & Small Business Committee (MMSB) and M&A Committee 
  • Former Co-Chair of International Business Transactions Subcommittee of the ABA MMSB Committee 
  • Real Leaders  
  • Global Alliance of Impact Lawyers 
  • American Council on Germany 

Julie Ryan

MANAGING PARTNER

CONTACT

EDUCATION

J.D., cum laude, Georgetown Law

PRACTICE AREAS

Complex commercial contracts | Cross-border M&A | Venture capital | Private equity | Corporate governance | Impact investing | Employment matters | Technology start-ups | Regulatory compliance | Partnerships | Secured transactions | Data privacy | Entity formation and structuring | E-commerce | Intellectual property licensing

BAR ADMISSION

New York, District of Columbia, California

Julie is an accomplished global corporate and securities lawyer with over 25 years’ legal and entrepreneurial experience. She is recognized for her unique problem-solving, collaborative approach, and enjoys working with clients to understand their specific business concerns and creating tailored, practical legal solutions. 

Starting her career at the law firms of Clifford Chance LLP and Akin Gump LLP, Julie developed broad expertise representing major clients in a range of complex cross-border transactions.  She also has significant experience working with entrepreneurs and small- to mid-cap companies. She is the co-founder of AltaClaro, an innovative experiential online learning platform, and has represented numerous successful tech start-ups in all stages of growth.  

Most recently, Julie served in an in-house counsel role as Chief Regulatory Officer and Deputy General Counsel at Northern Data, a German public company, where she spearheaded the company’s U.S. restructuring and successfully negotiated several high-stakes commercial transactions. 

Julie is passionate about supporting women and minority-owned businesses and working with purpose-driven clients, believing that every business, large or small, deserves high quality, practical legal support from a lawyer who understands their business goals and concerns. She also enjoys being involved with the community. She currently is an adjunct professor at Georgetown Law, volunteers with several non-profit organizations and accelerators, has published a textbook as well as numerous articles, blogs, and presentations, and served on the corporations committee for the State Bar of   California for over 8 years. 

Julie spent several years working overseas, including Bogotá, Colombia, and Montreux, Switzerland, and speaks fluent French and Spanish. She is based in the Washington D.C. area where she loves to spend time with her family on the Potomac River paddling and sailing.

Key Experience: 

  • Chief Regulatory Officer and Deputy General Counsel, Northern Data AG 
  • Partner, Acceleron Law Group, LLP 
  • Partner, Russ, August & Kabat 
  • Senior Attorney, Akin Gump LLP 
  • Co-Founder and Chief Learning Officer, AltaClaro, Inc. 

Select Speaking Engagements and Publications: 

  • Collaboration with Halcyon House, an accelerator for impact-driven businesses and ChIPs, an organization that advances and connects women in technology, law, on a series of presentations on starting a business. 
  • Startup Law 101: Negotiating to “Yes,” Virtual Event hosted by ChIPs Advancing Women and sponsored by Halcyon House (panelist). 
  • “Silicon Beach Jeopardy: 6 Essential Areas for In-House Counsel to Consider When Managing Venture Capital or M&A Transactions,” CLE Presentation, Namwolf Annual Meeting, Los Angeles, CA. 
  • Transaction Lawyering: An Experiential Approach to Communication & Problem-Solving (Carolina Academic Press). 
  • “Advising the Pre-public Company,” CLE Presentation, Annual Meeting of the State Bar of California, Monterrey, CA. 

Memberships/Activities: 

  • Adjunct professor of law at Georgetown Law  
  • Real Leaders  
  • Global Alliance of Impact Lawyers 
  • Association of Corporate Counsel 
  • Women’s Bar Association of DC 
  • Women Owned Law 
  • WeTheChange 
  • Business for America 
  • Conscious Capitalism 
  • B Local Mid-Atlantic