Coming Soon: Beneficial Ownership Reporting Requirements for Small Businesses

Friday, September 16 2022 13:19 Written by  Joanne Murray

On January 1, 2021, Congress enacted the Federal Corporate Transparency Act (the “CTA”), pursuant to which a secure database will be established to assist law enforcement agencies in combatting money laundering, financing of terrorism, and other illegal activities. The objective of the CTA is to prevent bad actors from using shell companies to obscure the provenance of their ill-gotten gains.

The database will be administered by the Financial Crimes Enforcement Network (“FinCEN”), an agency of the U.S. Department of Treasury. Companies will be required to provide information relating to their beneficial owners (generally, individuals owning 25% or more) and persons who are in control (generally, individuals holding significant decision-making authority). There are exceptions, such as publicly traded companies, companies with annual gross receipts exceeding $5 million that have more than 20 full-time U.S. employees and a physical office in the United States, and companies already subject to Federal government oversight (e.g., banks).

Companies will have to supply information such as social security number, passport number, and other personally identifiable information for each beneficial owner. FinCEN will be responsible for securing this information, and access to this database will be limited to law enforcement agencies and, with the company’s consent, banks and other institutional lenders.

The CTA will become effective when FinCEN publishes final regulations governing how the statute will be administered and enforced. All entities formed after that date must comply when they are formed (the proposed regulations would require compliance within 14 days after formation), and existing entities will have up to two years from the effective date to comply (although proposed regulations change this to one year). Information erroneously submitted must be promptly corrected, and changes to beneficial owner/control person information must be reported within one year of such change (the proposed regulations change this to 30 days).

As noted above, we are awaiting final regulations that will provide further information on how CTA will affect companies and how the new requirements will be administered. We continue to monitor the CTA and the regulatory activity in this area and will publish further posts with any new developments.

For more information on the CTA, or other legal issues, contact Joanne Murray .  To learn more about  Antheil Maslow & MacMinn's Business Law Services, visit our Business & Finance pages at ammlaw.com. 

 

Last modified on Friday, September 16 2022 13:33
Joanne Murray

Joanne Murray

Joanne concentrates her practice in the areas of Business Law, Business Transactions, Contracts, Banking and Finance and Consumer Product Safety. She has represented a variety of financial institutions, privately held businesses, physician practices, and nonprofit entities in a wide range of business transactions including stock and asset acquisitions, affiliations, financing and loan restructuring, software license agreements, nondisclosure agreements, employment contracts and leasing transactions.

To view Joanne Murray's full profile, Click Here

Leave a comment

Blogger Bios

  • Alan Wandalowski Alan Wandalowski
    Alan concentrates his practice in Estate Planning, Estate Administration, Elder Law, Estate…
  • Bill MacMinn Bill MacMinn
    Bill concentrates his practice in the area of litigation, including Commercial Litigation,…
  • Christopher D. Wagner Christopher D. Wagner
    Christopher Wagner is an experienced and results-driven business law attorney with a comprehensive understanding…
  • Elaine T. Yandrisevits Elaine T. Yandrisevits
    As an estate planning attorney, Elaine Yandrisevits is committed to guiding individuals…
  • Elizabeth J. Fineman Elizabeth J. Fineman
    Elizabeth Fineman concentrates her practice on domestic relations matters and handles a…
  • Gabriel Montemuro Gabriel Montemuro
    Gabe’s practice focuses on litigation, including commercial litigation, personal injury, estate and…
  • Jennifer Dickerson Jennifer Dickerson
    Jennifer Dickerson is committed to a career focused on helping individuals and…
  • Jessica A. Pritchard Jessica A. Pritchard
    Jessica A. Pritchard, focuses her practice exclusively in the area of family…
  • Joanne Murray Joanne Murray
    Joanne concentrates her practice in the areas of Business Law, Business Transactions,…
  • Lisa A. Bothwell Lisa A. Bothwell
    Lisa Bothwell counsels corporate/business clients on the formation, operation, acquisition, and sale…
  • Lynelle Gleason Lynelle Gleason
    Lynelle A. Gleason has spent her legal career in Bucks County, representing…
  • Megan Weiler Megan Weiler
    Megan Weiler is a skilled advocate dedicated to guiding clients and their…
  • Melanie J. Wender Melanie J. Wender
    Melanie J. Wender is a dedicated and supportive advocate for individuals and families…
  • Michael Klimpl Michael Klimpl
    Michael’s practice areas include Real Estate, Municipal Law, Zoning and Land Use, Employment…
  • Michael W. Mills Michael W. Mills
    Mike is devoted to helping businesses build value and improve working capital,…
  • Patricia Collins Patricia Collins
    Patty has been practicing law since 1996 in the areas of Employment…
  • Peter J. Smith Peter J. Smith
    Pete is a business lawyer and trusted partner to his corporate clients…
  • Stephanie M. Shortall Stephanie M. Shortall
    Throughout her career, Stephanie has developed a practice focused on advising closely…
  • Susan Maslow Susan Maslow
    Sue concentrates her practice primarily in general corporate transactional work and finance…
  • Thomas P. Donnelly Thomas P. Donnelly
    Tom’s practice focuses on commercial litigation and transactions. In litigation, Tom represents…