The Corporate Transparency Act - Experience | Perkins Coie

Effective January 1, 2024, the Corporate Transparency Act (CTA) requires entities formed or registered to do business in the United States to disclose detailed information about their owners, officers, and control persons to the Financial Crimes Enforcement Network (FinCEN).

Experience

Provided detailed analysis and memoranda regarding CTA reporting obligations and guidance on compliance programming as well as reorganization opportunities to entities in a variety of industries. These included law firms, family offices, accounting firms, public companies, large companies operating in the United States and abroad with a U.S. presence, banking, real estate, and energy companies, as well as many emerging and venture capital-backed companies.
Developing and implementing CTA compliance program for multinational law firm and accounting firm, including regarding associated entities providing trust company and management company services.
Work closely with in-house counsel and client business professionals to inventory entities across several large and complex corporate structures, as well as in the context of family office holdings and to prepare for filings by January 1, 2025.
Advise on CTA-related provisions in stock purchase agreements, merger documents, due diligence, employment agreements, and all manner of corporate documentation.
Assist in advanced planning around new corporate formations to maximize CTA reporting efficiencies and ensure that filing deadlines can be efficiently met.
Provide tailored CTA-related training to organizations large and small.

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Partner

Washington, D.C.

D +1.202.661.5863

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Chelsea W. Curfman

Partner

D +1.303.291.2300

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James (Jim) F. Vivenzio

Senior Counsel

Washington, D.C.

D +1.202.654.6200

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Steven D. Merriman

Partner

D +1.206.359.3495

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News & Insights

Get Ready for the New York LLC Transparency Act

On March 1, 2024, New York Governor Kathy Hochul signed an amended version of the New York LLC Transparency Act (NYLTA), which was originally signed with provisions for amendments in December 2023.

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CTA Compliance Tip: Spouses and Domestic Partners in Community Property States May Also Be “Beneficial Owners”

As discussed in our prior Update on the Corporate Transparency Act (CTA), anyone who owns or controls at least 25% of the ownership interests of a CTA reporting company must report their beneficial ownership to the Financial Crimes Enforcement Network (FinCEN). However, the CTA reporting rule also provides that “beneficial ownership” includes an ownership interest through joint ownership with one or more other persons of an undivided interest in such ownership interest (see 31 CFR 1010.380(d)(2)(ii)(A)).

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Corporate Transparency Act Applied to M&A

The Corporate Transparency Act (CTA), designed to combat the use of shell companies for illicit purposes and increase ownership transparency in corporate structures, takes effect on January 1, 2024.

Corporate Transparency Act Will Require Disclosure of Senior Officers and Directors of Many US and Foreign Companies

The Corporate Transparency Act (CTA) became law on January 1, 2021, and requires companies formed and/or operating in the United States to disclose beneficial ownership information through a database that will be maintained by the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN).

Think Public and Large Companies Are Entirely Exempt From the Corporate Transparency Act? Think Again.

Key portions of the Corporate Transparency Act (CTA) will take effect on January 1, 2024, requiring an estimated 30 million “reporting companies” to disclose to the federal government information and documentation about the entities' beneficial owners and keep that information current.