If someone told you in 2024 that your business needed to file a federal report identifying its owners or face significant penalties, they were right.

If someone told you in early 2025 that the filing requirement had effectively been suspended for most U.S. businesses, they were right too.

Over the span of about 15 months, the Corporate Transparency Act (CTA) went from a new federal reporting requirement to a constitutional controversy and, ultimately, to a rule that no longer applies to most domestic businesses. It’s no surprise that many business owners aren’t sure what’s required today. Here’s where things stand and what it means for your business.

What the Corporate Transparency Act Was Designed to Do

Congress passed the Corporate Transparency Act in 2020 to address the use of anonymous business entities for money laundering, fraud, and other financial crimes. Beginning January 1, 2024, most LLCs, corporations, limited partnerships, and other business entities were required to file a Beneficial Ownership Information (BOI) report with FinCEN, the Treasury Department’s Financial Crimes Enforcement Network.

The report required businesses to disclose the individuals who owned at least 25% of the company or exercised substantial control over it by providing names, home addresses, dates of birth, and government-issued identification. Failure to comply carried significant civil and potential criminal penalties. As a result, millions of business owners scrambled to determine whether they were required to file and how to comply.

Why Everything Changed

Almost immediately after the law took effect, it faced constitutional challenges in courts across the country. Critics argued that Congress had exceeded its constitutional authority by requiring domestic businesses to report ownership information to the federal government.

The litigation created a confusing series of rulings. Some courts upheld the law, while others limited its enforcement. Filing deadlines were extended, reinstated, and delayed again as the legal challenges worked their way through the court system. For business owners trying to follow the rules, it became increasingly difficult to know which requirements actually applied at any given time.

Where Things Stand Today

In March 2025, FinCEN issued an interim final rule that dramatically changed the landscape. Under the current rule, domestic U.S. companies are no longer required to file BOI reports.

That includes businesses formed in the United States, such as Michigan LLCs, domestic corporations, and domestic limited partnerships. FinCEN also announced that it will not enforce BOI reporting penalties against domestic reporting companies under the current rule.

If you filed a BOI report in 2024, you complied with the law as it existed at the time. If you hadn’t yet filed, the current rule means domestic businesses generally have no reporting obligation today.

Who Still Has to File?

The suspension does not apply to every business.

Foreign entities that are registered to do business in the United States remain subject to BOI reporting requirements. If your company was formed under the laws of another country and later registered to conduct business in the United States, you should review your filing obligations carefully to ensure you’re meeting the applicable deadlines.

One important change under the revised rule is that foreign reporting companies are generally not required to report U.S. persons as beneficial owners. Even so, businesses operating internationally should review their specific reporting obligations rather than assume the suspension applies to them.

Why This May Not Be the End of the Story

Although reporting requirements have been suspended for domestic businesses, the Corporate Transparency Act itself has not been repealed. FinCEN’s March 2025 action is an interim final rule rather than a permanent legislative change, meaning future rulemaking or legislative action could once again change the reporting requirements.

The constitutional litigation surrounding the Act also continues. If future court decisions uphold the law and a future administration chooses to enforce it differently, domestic reporting requirements could return with relatively short compliance deadlines. While most Michigan business owners do not have an immediate filing obligation today, this remains an area worth monitoring.

The Bigger Lesson

The Corporate Transparency Act is a reminder that legal compliance isn’t static. Laws change, regulations evolve, and court decisions reshape business obligations. A company that is fully compliant today may have different responsibilities tomorrow without changing anything about how it operates.

The business owners who navigated the CTA with the least disruption weren’t necessarily the ones who spent the most time researching it online. They were the ones who had trusted legal advisors monitoring these developments and helping them understand what actually applied to their business as the rules changed.

That’s what ongoing legal counsel is meant to provide. It’s not simply about drafting documents when you need them. It’s about helping you stay informed so you can make decisions with confidence instead of reacting after the fact.

What You Should Do Now

If your business is a domestic U.S. entity, including a Michigan LLC or domestic corporation, you currently have no BOI reporting obligation under the CTA. Continue monitoring future developments, as the current rule has not yet been permanently finalized.

If your business was formed outside the United States but is registered to conduct business here, review your reporting obligations carefully. The filing requirements remain in effect for many foreign reporting companies.

If you filed a BOI report in 2024, no further action is currently required simply because the rules have changed. If you’re unsure whether your company is considered a domestic or foreign reporting company, or how these rules apply to your ownership structure, it’s worth getting clarity before the legal landscape changes again.

Be Aware of Fraudulent Filing Requests

The uncertainty surrounding the CTA has also created opportunities for scammers. FinCEN has warned businesses about fraudulent notices requesting payment for BOI filings, including references to fake forms, fake government agencies, and other misleading correspondence.

There is no fee to file a legitimate BOI report directly with FinCEN, and FinCEN does not initiate penalty notices by email or telephone. If you receive a communication requesting payment or demanding immediate action, verify its legitimacy before responding.

The Bottom Line

The Corporate Transparency Act has become one of the clearest examples of how quickly the legal landscape can change for business owners. Staying compliant isn’t simply about filing the right paperwork once. It’s about understanding how evolving laws affect your business over time and making sure you’re responding to the rules that exist today, not the ones that existed a year ago.

At Mavacy, we help business owners stay ahead of those changes by providing practical legal guidance that evolves alongside their businesses. Whether you’re navigating the CTA or another compliance issue, our goal is to help you make informed decisions before they become urgent ones.

Mavacy Law. On time, on budget, before you even have to ask.