January 30, 2024

Unravelling of the Matryoshka Doll – Impact of the C.T.A. on entities having nexus to the U.S.

January 30, 2024/ Ruchelman P.L.L.C.

Aimed at curbing money laundering, terrorism financing, and other nefarious activity, Congress enacted the Corporate Transparency Act (“C.T.A.”) on January 1, 2021. However, the C.T.A. became fully effective from January 1, 2024. It now requires certain domestic and foreign entities to disclose to the Financial Crimes Enforcement Network (“FinCEN”), a division of the U.S. Treasury Department, the identity of their beneficial owners and control persons. A failure to do so can attract heavy penalties. The targets of the C.T.A. are much like Matryoshka dolls, having many layers between what appears on the surface and what exists at the heart. Neha Rastogi and Stanley C. Ruchelman guide the reader through the in’s and out’s of what is likely the most invasive legislation enacted by Congress.

January 30, 2023

Removing the Cloak: the Corporate Transparency Act of 2021 — New U.S. Legislation Targeting Global Corruption

January 30, 2023/ Ruchelman P.L.L.C.

Over the years, a consensus developed overseas that the U.S. does not adhere to international beneficial ownership reporting standards. The U.S. is a member of the Financial Action Task Force, but did little to adopt the Task Force’s recommendations. Beginning in 2016, steps have been taken in the U.S. to change the view overseas. First, FinCEN adopted regulations requiring U.S. financial institutions to determine the natural persons who are the beneficial owners of accounts. This was followed by the adoption of the Corporate Transparency Act of 2021 (“C.T.A.”) in 2021. The purpose of the C.T.A. is to create a national database of information regarding individuals who directly or indirectly hold substantial control over, or own a substantial interest in, certain domestic or foreign legal entities. Recently, final regulations were published that implement the reporting obligations of the C.T.A. In her article, Bari Zahn, the founding partner of Zahn Law Group, L.L.P. in New York City, provides a detailed explanation of who must report, whose information must be reported, and when the reporting will begin.

January 30, 2022

A C.T.A. of the C.T.A. – A Closer Targeted Analysis of the Corporate Transparency Act

January 30, 2022/ Ruchelman P.L.L.C.

The C.T.A. was enacted on Jan. 1, 2021, ad to shed light on the beneficial owners of certain entities by requiring those entities to report information on their beneficial owners and other individuals known as company applicants. Many think of it as “Son of F.B.A.R.,” but its application is much wider and is focused on small companies. FinCEN published proposed regulations on December 27, 2021, which are intended to answer questions left open in the legislation. What companies must report? What companies are exempt? Who is a control person? What are the penalties for noncompliance? Andreas Apostolides, Nina Krauthamer, and Wooyoung Lee explain all. Those who ignore the obligations to report do so at their peril.

January 24, 2021

What is the Corporate Transparency Act and What Does it Mean for Business and Incorporators?

January 24, 2021/ Ruchelman P.L.L.C.

The Corporate Transparency Act (“C.T.A.”) was signed into law during the waning days of the Trump Administration. When effective, the C.T.A. will require businesses to disclose Beneficial Owner information to FinCEN at the time of company formation and when material changes are made in a subsequent year. Roxana Diaz, Corporate Administrator in the Miami Office of Corpag Registered Agents (USA), Inc., answers the eleven most important questions that affect persons incorporating a business and the professionals providing advice or assistance in the incorporation process.