"Corporate Transparency Act: What Companies Need to Know and How to Comply"

Effective January 1, 2024, the Corporate Transparency Act and its corresponding regulations (the “CTA”) requires certain entities created or registered to do business in the United States to disclose certain company information to the Financial Crimes Enforcement Network, a bureau of the United States Department of Treasury. This information, referred to as Beneficial Ownership Information, must be filed online at the Financial Crimes Enforcement Network website.

Companies that are required to report are referred to as “Reporting Companies.” Generally, all companies are Reporting Companies unless they fit into one of the 23 exemptions provided by the CTA. The report requires certain information about the Reporting Company and its Beneficial Owners, as defined by the CTA.

For Reporting Companies formed prior to January 1, 2024, the report must be filed before January 1, 2025. For Reporting Companies formed in 2024, the report must be filed within 90 days of the Reporting Company receiving notice of its formation. Reporting Companies formed after 2024 will have 30 days from the Reporting Company receiving notice of its formation to file the report.

The report is only required to be filed one time. However, if there is any change to the required information, an updated report must be filed within 30 days of such change. These changes include, but are not limited to, the name of the company (including a new trade name), a change in Beneficial Owners, a change to a Beneficial Owner’s name, address, or unique identifying number (including a change to their driver’s license or other identifying document, in which case the Reporting Company will need to upload a new image of the identifying document).

A person who willfully violates the reporting requirements may be subject to civil penalties of up to $500 per day for each day the violation continues. They also may be subject to criminal penalties of up to two years in prison and a fine of up to $10,000.

If you need assistance determining whether your entity is a Reporting Company, who its Beneficial Owners are, or filing the report, the attorneys at Erickson Sederstrom can assist you in complying with these new federal requirements.

Declaration of Dissolution for Nebraska Limited Liability Companies and Nonprofit Corporations

In odd-numbered years, Nebraska limited liability companies and nonprofit corporations are required to file Biennial Reports with the Nebraska Secretary of State. If you have not filed the Biennial Report for your limited liability company or nonprofit corporation and you did not organize or incorporate in 2023, you likely received a Declaration of Dissolution, which states that the Nebraska Secretary of State has dissolved your company and it is now inactive. If you did not file your Biennial Report and you did not receive a Declaration of Dissolution, you will want to be sure to review the Nebraska Secretary of State records to ensure your company’s information is up to date.

If your company has been dissolved, you can reinstate it by filing an Application and Declaration of Reinstatement along with the 2023-2024 Biennial Report with the Nebraska Secretary of State.

If you would like assistance in reinstating your entity so that it is active and in good standing with the Nebraska Secretary of State, the attorneys at Erickson Sederstrom can assist you with this process.

MLB Team Sued for Trademark Infringement by Roller Derby Team

Major League Baseball’s Cleveland Indians organization has been sued by the Cleveland Guardians, a local roller derby team, for trademark infringement. Earlier in 2021, the Indians announced their intent to transition from the Cleveland Indians to the Cleveland Guardians beginning with the 2022 season. The Cleveland Guardians filed suit to protect their trademark rights in the name. You can read the Associated Press’s reporting on the matter here.  

Trademarks and other intellectual property are becoming increasingly important assets in today’s business landscape, especially in our digital, online world. The business law and intellectual property lawyers at Erickson | Sederstrom can help you understand the contours of protecting, managing and exploiting your intellectual property assets, and, when necessary, assist you through the dispute process relating to infringement or other issues.

This post was created by Andrew Collins and Blake Schneiderwind, corporate and business attorneys at Erickson | Sederstrom, P.C., who can be reached at 402-397-2200.

Federal 2016 Budget Delays or Suspends Several ACA Funding Provisions

On December 18, 2015, President Obama signed the Federal Budget for 2016 (the "Budget") with several changes to key funding provisions of the Patient Protection and Affordable Care Act ("ACA"). 

The ACA’s so called "Cadillac Tax," a 40% excise tax on high-cost employer-sponsored health plans, is now delayed until the year 2020.  This tax had been the subject of much ACA criticism, particularly when considering that the ACA generally promotes choice of insurer and provider flexibility in health insurance offerings. 

The Budget also suspends the ACA’s medical device tax. This 2.3% tax on manufacturers and importers for sales of medical devices will be suspended for two years and will become effective again December 31, 2017.

Finally, the Budget delays the ACA’s health insurance provider’s fee.  This provider’s fee, which is treated as an excise tax, became effective in 2014. The collection of this provider’s fee is suspended for the 2017 calendar year in accordance with the Budget.  Supporters of the Budget are hopeful that the suspension this fee, which is imposed upon health insurance providers and allocated according to market share, will be one less fee or expense being rolled to employers on their health insurance rates.

While it is difficult to determine the future impact that these ACA tax provision delays and suspensions will have, it is clear that the ACA and its various provisions are valuable bargaining chips for both political parties. 

Corporate entities should follow this story as it continues to develop.  The regular changes to the ACA can make compliance a challenge for businesses of all sizes. For more information on the Patient Protection and Affordable Care Act, or other healthcare, labor, and employment issues, please contact Blake Schneiderwind with Erickson | Sederstrom.