The U.S. Supreme Court wrapped up its October 2025 term last week but has yet to reveal whether it will take up two cases challenging the constitutionality of the Corporate Transparency Act.
The CTA, enacted in 2021, was intended to provide enforcement authorities and others with more clarity on layered corporate structures that facilitate illicit activities — including tax evasion, trafficking, and money laundering. However, the CTA and its beneficial ownership information reporting rule have faced constitutional challenges in several jurisdictions. Meanwhile, an interim final rule did away with reporting requirements for U.S. entities and beneficial owners — who comprise the vast majority of those previously subject to the requirements.
Pending cases
In one of the two cases pending before the Supreme Court, National Small Business United v. Bessent, No. 24-10736, the plaintiffs have asked the Court to reverse a December 2025 decision of the 11th U.S. Circuit Court of Appeals upholding the CTA (2025 WL 3637295). The 11th Circuit concluded that the CTA is a constitutional exercise of Congress’ Commerce Clause power because the law regulates activity that is economic in nature.
A May 21 amicus brief signed by half of U.S. states disputes this conclusion, however. “[T]he Eleventh Circuit has, for the first time, placed every state-chartered entity in America within Congress’s reach,” write the states. They contend that corporations are “creatures of state law,” and that only states should be able to “regulate a corporation’s internal affairs.”
While the interim final rule provided temporary reprieve, the states remain concerned. “[T]he full scope of the CTA could spring back to life with a change in the administration or a single bad court decision against the Interim Final Rule,” the states explain. They urge the Supreme Court to take up the case and provide a permanent resolution.
While the National Small Business United plaintiffs filed their petition for a writ of certiorari in April, the government has yet to file its response. That response, originally due May 21, now has a July 22 due date.
The other case before the Supreme Court, Texas Top Cop Shop v. Blanche, No. 24-40792, comes before the Court for a second time before any circuit court ruling on the merits. A Texas district court had enjoined enforcement of the CTA reporting rule in the case, and the 5th Circuit declined to undo that decision.
Then, in early 2025, the Supreme Court granted the government’s request to stay the injunction, pending a merits decision in the 5th Circuit. However, the 5th Circuit has yet to rule on the case, holding it in abeyance pending a final reporting rule.
The government took a different approach in Texas Top Cop Shop and waived its right to respond. Though the case was distributed for the Supreme Court’s June 18 conference, the Court has yet to reveal whether it will take up the matter.
Meanwhile, 25 states filed an amicus brief on June 17 in Texas Top Cop Shop making largely the same arguments they made in their National Small Business United brief — that the CTA “upends the federal-state balance” and “overtakes too much state-law ground.” They urge the Court to settle the matter and end the confusion for would-be reporting entities and beneficial owners, adding that “[f]raudsters are capitalizing on the chaos.”
What to watch this summer
The Court has three planned order list dates over the summer — July 20, August 17, and September 4. “Summer order lists usually consist of actions taken by the Court on motions in pending cases, petitions for rehearing, and other miscellaneous matters,” the Court notes in a press release.
In addition to the two cases before the Supreme Court, multiple other federal courts have been asked to weigh the CTA’s constitutionality — with some pausing efforts pending a final beneficial ownership rule.
In a case before the 4th Circuit, Community Associations Institute v. Treasury, No. 24-2118, the government indicated in a June 30 status report that work is still underway to finalize the revamped beneficial ownership information reporting rule.
The Office of Management and Budget received Treasury’s final beneficial ownership information reporting rule for review on June 5.
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