New Corporate Transparency Act: Beneficial Owner Reporting Requirements, Civil and Criminal Penalties

Recording of a 90-minute CLE video webinar with Q&A

Conducted on Thursday, March 25, 2021

Recorded event now available

or call 1-800-926-7926
Course Materials

This CLE course will provide corporate counsel with guidance on the requirements of the Corporate Transparency Act of 2021 (CTA), which would create a beneficial ownership registry within the U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN). This new legislation requires millions of "reporting companies" to report information on their "beneficial owners" to FinCEN and sets forth both civil and criminal penalties for those owners that fail to comply.


Beginning Jan. 1, 2022, the CTA will require private companies to disclose their "beneficial owners" to the U.S. Department of the Treasury's FinCEN. Companies formed on or after the date regulations are adopted must report when formed. Companies formed before regulations are effective will have a longer period to file their initial reports. The CTA explicitly covers LLCs and corporations and may be expanded to include partnerships and trusts.

The CTA defines who is required to be reported and the regulations are in development to determine measuring ownership and determining who is in control, as well as how to view multi-tiered companies and related parties. Rules are also expected to deal with supplemental reporting when there are ownership changes or changes in control of a private company.

The CTA may create a substantial burden on investors and small business owners. Counsel must be prepared to advise clients on when reporting is required and how to make proper filings.

Counsel should be aware of compliance regulations because the potential penalties are substantial. In addition to fines, the CTA includes the possibility of imprisonment for filing false reports or willfully failing to file.

Listen as our expert panel discusses compliance provisions of the CTA and best practices for businesses subject to this new law and what further steps the new administration and Congress may take related to anti-money laundering objectives.



  1. Corporate Transparency Act
    1. Creation of Financial Crimes Enforcement Network
    2. Reporting requirements
      1. Beneficial owner
      2. LLCs/corporations vs. partnerships/trusts
  2. Penalties
    1. Civil
    2. Criminal


The panel will review these and other relevant issues:

  • What reporting requirements does the CTA include?
  • When may CTA compliance apply to partnerships and trusts?
  • What are the penalties for noncompliance?
  • When are CTA regulations likely to be finalized?


Kuester, Jeremy
Jeremy Kuester

White & Case

Mr. Kuester is a member of the firm’s Global Financial Services Regulatory practice. He has extensive experience...  |  Read More

Tehrani, Daniel
Daniel B. Tehrani

Morgan, Lewis & Bockius

Mr. Tehrani, a former federal prosecutor, represents clients in white collar criminal matters, government...  |  Read More

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Strafford will process CLE credit for one person on each recording. All formats include course handouts.

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