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CTA Exemptions - Bank Holding Companies

23 separate CTA exemptions that relieve exempt companies from the duty to file under the CTA is for depository institution holding companies. Previous posts have covered public companies, banks and credit unions

CTA Filing Obligations

The Corporate Transparency Act (CTA) obligates most companies in the U.S. to file a beneficial ownership report with FinCEN. FinCEN is the financial crimes enforcement network of the U.S. Treasury Department. 

Each beneficial ownership report must identify the company applicant who formed the company and each beneficial owner. For each individual, the report must provide the person's full legal name, data of birth, home address and a unique identifying number. The report must also provide an image of the document that provides the unique identifying number. Acceptable documents and numbers include an unexpired passport or drivers license. Because personally-identifiable information (PII) is sensitive, many companies will face an immense challenge to collect, store and compile this data. 

Once filed, a company must amend its report within 30 days after any change in any item of previously-reported information. Such changes might include a change in home address, or a passport or drivers license renewal. 

FinCEN hopes to use the CTA, however, to build a database of beneficial ownership. FinCEN would use this database to assist law enforcement in fighting money laundering. As a result, FinCEN's proposed regulations exempt many types of companies whose beneficial ownership is already regulated by the government.

Exemption for Depository Institution Holding Companies

Subsection 1010.380(c)(2)(v) of the proposed regulation exempts any "depository institution holding holding company"  as defined in section 2 of the Bank Holding Company Act of 1956 (12 U.S.C. 1841).

The same provision also exempts any savings and loan holding company as defined in section 10(a) of the Home Owners' Loan Act (12 U.S.C. 1467a(a)).

Both definitions, in similar fashion, identify any entity that has control over a bank or over a savings association.

In the same way that  banks, credit unions and savings association are regulated through the Federal Deposit Insurance Corporation

The 2020 Corporate Transparency Act, adopted by Congress over President Trump's veto late in December 2020, will dramatically change the way private companies are organized.


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