As soon as late 2022, a new United States regulatory requirement could take effect, impacting millions of new and existing businesses. The Corporate Transparency Act (“CTA”) will require small businesses to file information about themselves and the individuals who formed, own, and control them with the United States Treasury Department. Failure to follow the CTA may result in civil and criminal liability for business owners, including civil fines of $500 a day and criminal fines up to $250,000 and up to five (5) years in prison.
Congress enacted the CTA as part of the Anti-Money Laundering Act of 2020. On December 7, 2021, the United States Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”) proposed regulations seeking to implement the “beneficial ownership information” requirement of the CTA. A key provision of the CTA requires certain business entities to disclose to FinCEN their “beneficial owners” and other identifying information. The CTA is designed to prevent individuals from abusing legal entities to conceal proceeds of corrupt criminal acts, including money laundering. A driving factor behind the proposed regulations is for the United States to be aligned with international anti-money laundering standards.