Voglio sapere a riguardo di…

69946

Federal Register / Vol. 86, No. 233 / Wednesday, December 8, 2021 / Proposed Rules
term street address of the reporting companys principal place of business?
9. Should the reporting requirement for foreign reporting companies be more specific with respect to the reporting of a business address? If so, should it specify provision of a U.S. business street address if possible, a principal place of business even if outside the United States, or some other alternative?
10. Is the process by which FinCEN is providing notice to the public about the specific reporting requirements of this regulation sufficiently clear and deliberate to give interested parties adequate notice, opportunity to comment, and opportunity to prepare to comply with the requirements?

jspears on DSK121TN23PROD with PROPOSALS4

FinCEN Identifier 11. Are the proposed requirements for obtaining a FinCEN identifier from FinCEN and using a FinCEN identifier sufficiently clear?
12. If an individual beneficial owner has obtained a FinCEN identifier and provided its FinCEN identifier to a reporting company, should a reporting company be required, rather than merely permitted, to use the FinCEN
identifier in lieu of the four pieces of identification information i.e., name, date of birth, street address, and unique identification number the reporting company must report to FinCEN for the individual beneficial owner, as is proposed in the rule?
Special Reporting Rules 13. Proposed 31 CFR 1010.380b3
sets out special reporting rules. Two of these are mandated by the CTAthe use of the FinCEN identifier, and the special rule for foreign pooled investment vehicles. FinCEN created the third and fourththe special rule for minor children and deceased company applicantsto clarify the core reporting requirements and ensure that they are workable considering the unanticipated consequences of certain statutory language. Are any other special reporting rules necessary to make the core reporting requirements, or the rule as a whole, work better? Please explain the necessity and propose regulatory language. In doing so, FinCEN
encourages commenters to explain how their proposals are consistent with the text of the CTA.
14. As noted in the previous question, proposed 31 CFR 1010.380b3iv contains a special reporting rule applicable to situations in which the company applicant for a reporting company is deceased. Is it sufficient for FinCEN to permit a reporting company to report that fact, together with any
VerDate Sep<11>2014

19:51 Dec 07, 2021

Jkt 256001

information that the reporting company actually knows about its company applicant, or should FinCEN require other information?
Beneficial Owners 15. Proposed 31 CFR 1010.380d interprets the CTA as providing for a relatively broad approach to the definition of beneficial ownership. How burdensome will this approach be for reporting companies? How useful will it be for national security, intelligence, and law enforcement activities? In addition to responding generally to this question, please provide specific considerations and data related to costs and burdens.
16. One component of the proposed definition of beneficial owner is an individual who exercises substantial control over the reporting company. Is the definition of substantial control sufficiently clear for reporting companies to be able to understand and use it? In addition to responding generally to this question, please consider the following specific questions:
i. Are there any indicators that are not sufficiently clear? What additional clarification could make it easier to consider these indicators when determining whether an individual exercises substantial control? Please propose regulatory language.
ii. Does the catch-all provision any other form of substantial control over the reporting company enable a reporting company to identify the individuals in substantial control of the reporting company? What would the impact on be on the usefulness, accuracy, or completeness of information in the database if the definition of substantial control lacked such a catch-all provision?
iii. Are there any additional indicators of substantial control that FinCEN
should consider expressly including in the regulatory definition?
17. The statutory definition of beneficial owner also includes an individual owns or controls at least 25
percent of the ownership interests. Is the approach to first define ownership interests useful? In addition to responding generally to this question, please consider the following specific questions:
i. Is the proposed definition of ownership interests sufficiently clear for reporting companies to be able to understand and use it? What additional clarification could make it more useful?
Please propose explanatory regulatory language.
ii. Are there any aspects of the proposed rule on the determination of
PO 00000

Frm 00028

Fmt 4701

Sfmt 4702

whether an individual owns or controls 25 percent of the ownership interests of a reporting company that are not sufficiently clear? What additional clarification could make it easier to calculate whether one owns or controls 25 percent of the ownership interests?
Please propose explanatory regulatory language.
18. Are there any aspects of the exceptions that are not sufficiently clear? What additional clarification could make it easier to determine whether an individual is excluded from the definition of beneficial owner?
19. FinCEN expects that the definition of beneficial owner is broad enough that every reporting company will have at least one beneficial owner to report. Is that expectation reasonable, and if not, what mechanism should FinCEN
establish or what changes should FinCEN make to the proposed rule to make certain that every reporting company reports at least one beneficial owner?
Company Applicant 20. Is the proposed definition of company applicant sufficiently clear in light of current law and current company filing and registration practices, or should FinCEN expand on this definition? If so how?
Reporting Company 21. Is the proposed definition of reporting company sufficiently clearly to avoid confusion about whether an entity does or does not meet this requirement? If not, what additional clarifications could make it easier to determine whether this requirement applies to a particular entity?
22. FinCENs proposed definitions of domestic and foreign reporting company reference the secretary of state or a similar office that is involved in filings that create entities or register entities, respectively. Does this distinction result in different similar offices being applicable for domestic and foreign reporting companies?
23. The proposed rule defines reporting company to include all domestic corporations and limited liability companies based on FinCENs understanding that all corporations and limited liability companies are created by the filing of a document with a secretary of state or a similar office under the law of a state or Indian Tribe.
Are there any states or Indian Tribes where corporations or limited liability companies are not created by a filing of a document with a secretary of state or a similar office?
24. In general, FinCEN believes the phrase other similar entity created by
E:FRFM08DEP4.SGM

08DEP4