You may have forgotten about the Corporate Transparency Act. That's understandable - it's been tied up in courts and administrative holds for two years. But it hasn't gone away. And Congress is now moving to finish the job.
A bill called the "Repealing Big Brother Overreach Act" - that is its real name - was referred to the Senate Banking, Housing, and Urban Affairs Committee on April 28, 2026. A companion bill in the House, H.R. 425 with the same title, cleared the House Committee on Financial Services that same week.
If it passes, the law would permanently exempt domestic U.S. businesses from the Corporate Transparency Act's beneficial ownership reporting requirements. It would also require the federal government to delete the ownership data it has already collected from American business owners.
Here is what that means for you.
What the Corporate Transparency Act Actually Required
The Corporate Transparency Act (CTA) became federal law in 2021 and took effect January 1, 2024. It required millions of small businesses to file a "beneficial ownership information" (BOI) report with the Treasury Department's Financial Crimes Enforcement Network, known as FinCEN.
The report was supposed to name every person who:
- Owns 25% or more of the company, or
- Has substantial control over the company's decisions
The stated purpose was anti-money-laundering: making it harder for people to hide assets inside anonymous shell companies.
But the practical effect fell heavily on ordinary small businesses. Most large corporations were already exempt - they file with the SEC and have existing disclosure obligations. The reporting requirement applied mainly to LLCs, S-corps, and smaller entities. Roughly 32 million businesses were originally subject to it.
Why Most Small Businesses Aren't Filing Right Now
In March 2025, FinCEN issued an interim final rule that effectively suspended federal BOI reporting for almost all domestic U.S. companies and U.S. persons. Currently, only foreign companies registered to do business in the U.S. have an active filing obligation.
That pause brought relief - but it didn't end the story. The suspension is an administrative rule, not a law. A future administration could revoke it and reinstate the requirement. The underlying statute is still on the books.
That's exactly what the NFIB, AICPA, and other business groups have been warning about: without a legislative repeal, the pause is temporary. Every time an administration changes, small businesses could be back to square one.
What the Senate Bill Would Actually Do
S.4419, introduced by Senators John Kennedy (R-LA) and Mike Lee (R-UT), would go further than the current administrative relief in two important ways:
1. Permanent exemption. The bill would codify the current exemption into statute, making it law rather than agency policy. Domestic U.S. companies and U.S. persons would be permanently excluded from BOI filing requirements - not just until the next administration decides otherwise.
2. Data deletion. The bill would require FinCEN to delete all beneficial ownership information it has already collected from American business owners. Not archive it. Delete it.
That second point matters to privacy advocates who point out that a centralized federal database of business ownership data creates risks - from data breaches, from government overreach, or from future repurposing. The NFIB has specifically called for deletion as part of any real fix.
The House companion bill, H.R. 425, is backed by the AICPA, which noted in a May 2026 letter that the current reporting requirements "place undue compliance burdens on legitimate domestic small businesses while doing little to achieve the act's stated anti-money laundering goals."
What the Bill Does Not Do
This bill is not a full repeal of the Corporate Transparency Act. Foreign companies - specifically, companies formed outside the U.S. that register to do business here - would still be subject to BOI reporting. The legislation narrows the mandate to foreign entities, which is where most of the original anti-money-laundering justification was centered anyway.
What to Do Right Now
If you are a domestic LLC, S-corp, sole proprietor, or other small business with no active federal BOI filing obligation under the current rules, nothing has changed for you today. You do not need to file.
If you are uncertain about your status - for example, if you have foreign investors or were formed outside the U.S. - get a 15-minute call with a business attorney to confirm where you stand.
Track the bill at congress.gov - search for "Repealing Big Brother Overreach Act" or S.4419. The Senate Banking Committee is the next gate. Given the bipartisan pressure around small business compliance burdens, this bill has real momentum.
The NFIB is also maintaining a tracking page at nfib.com/protect-small-business-privacy with updates as the legislation moves.
The Bigger Picture
The BOI saga is a useful case study in how federal regulations built for large-scale financial crime end up hitting small businesses hardest - not because anyone intended it, but because the compliance infrastructure is already in place for big corporations and the smallest operators have no dedicated legal staff to navigate new requirements.
The CTA's original goal - exposing anonymous shell companies used for money laundering - is legitimate. The implementation was not well-scoped. Getting bipartisan movement on a narrower fix that keeps the foreign entity requirements and drops the domestic business burden is probably the right outcome.
Whether the Senate gets there before the midterms is a different question.
Sources: NFIB - Protect Small Business Privacy - Thomson Reuters - Senate Bill Takes Aim at Corporate Transparency Act - Journal of Accountancy - AICPA Supports Bills to Limit BOI Reporting - ASBN - NFIB Backs Senate Bill to Repeal BOI Mandate
Sam Torres covers policy and regulatory news for The Useful Daily.