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January 24, 2022

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Fund Formation — New Senate Bill Will Require Identification Of Beneficial Owners

If enacted, the Incorporation Transparency and Law Enforcement Assistance Act (S. 1483), which was introduced on August 2, 2011, would require persons forming corporations and limited liability companies in the United States to disclose the beneficial owners of those entities. The bill is intended to protect the United States from wrongdoing by terrorists and other criminals, strengthen law enforcement investigations, set minimum standards for state formation practices, and bring the United States into compliance with international anti-money laundering and anti-terrorist financing standards.

Generally, the bill would amend the Homeland Security Act of 2002 to require identification of beneficial owners by providing unique identifying numbers from passports, drivers licenses or state issued identification cards and would prohibit bearer share entities. While certain financial institutions would be exempt from the beneficial ownership disclosure requirements, private investment funds formed as limited liability companies and their managers may not qualify for an exemption. A copy of S. 1483 can be found here.

©2022 Greenberg Traurig, LLP. All rights reserved. National Law Review, Volume I, Number 228
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About this Author

Shareholder

Ms. Durham has experience on both the legal and business sides of derivatives, private funds, complex financing transactions, and structured products. Prior to joining Greenberg, she was an investment banker and Head of Structured Equity Products at BNP Paribas where she concentrated on structuring equity financing and equity derivative transactions for corporations and hedge funds. Prior to BNP, she was a partner in the Corporate Dept. at the law firm of Weil, Gotshal & Manges LLP.

Ms. Durham has been involved as both a lawyer and...

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