Corporate Transparency Act of 2019

This bill generally addresses the disclosure of corporate ownership and the prevention of money laundering and the financing of terrorism.

DIVISION A--CORPORATE TRANSPARENCY ACT OF 2019

Corporate Transparency Act of 2019

This division requires certain new and existing small corporations and limited liability companies to disclose information about their beneficial owners. A beneficial owner is an individual who (1) exercises substantial control over a corporation or limited liability company, (2) owns 25% or more of the interest in a corporation or limited liability company, or (3) receives substantial economic benefits from the assets of a corporation or limited liability company.

Specifically, if certain entities apply to form a corporation or limited liability company, they must file beneficial ownership information with the Financial Crimes Enforcement Network (FinCEN). Furthermore, certain existing corporations and limited liability companies must file this information with FinCEN two years after the implementation of final regulations required under this division.

The division imposes a civil penalty and authorizes criminal penalties—a fine, a prison term for up to three years, or both—for providing false or fraudulent beneficial ownership information or for willfully failing to provide complete or updated beneficial ownership information.

The Government Accountability Office must study and report on (1) the availability of beneficial ownership information for other legal entities (e.g., partnerships), and (2) the effectiveness of incorporation practices implemented under this division.

DIVISION B--COUNTER ACT OF 2019

Coordinating Oversight, Upgrading and Innovating Technology, and Examiner Reform Act of 2019 or the COUNTER Act of 2019

This division generally revises requirements related to anti-money-laundering and counter-terrorism-financing laws.

Among other things, the division

• establishes new offices within financial regulatory agencies related to privacy and civil liberties;
• creates programs within the Department of the Treasury to enable foreign and domestic outreach regarding these laws;
• allows for increased information sharing between law enforcement, financial institutions, and financial regulators; and
• revises whistleblower incentives related to actions brought by FinCEN.

The division also increases penalties for violations of anti-money-laundering and counter-terrorism-financing laws, requires antiquities dealers to comply with these laws, and requires the reporting of beneficial ownership information to FinCEN in certain commercial real estate transactions.

Every five years, Treasury must update the threshold amounts for currency transaction reports to reflect inflation.