Reporting Company

Companies required to report are called reporting companies. There are two types of reporting companies:

Domestic reporting companies are corporations, limited liability companies, and any other entities created by the filing of a document with a secretary of state or any similar office in the United States.

Foreign reporting companies are entities (including corporations and limited liability companies) formed under the law of a foreign country that have registered to do business in the United States by the filing of a document with a secretary of state or any similar office.

Company Applicant

A company may have only up to two individuals who could qualify as company applicants: (1) The individual who directly files the document that creates or registers the company; and, (2), if more than one person is involved in the filing, the individual who is primarily responsible for directing or controlling the filing.

If the Reporting Company was registered by Law Offices of Gale and Vallance, APC: Choose both answers: Law Offices of Gale and Vallance, APC and the other individual primarily responsible for directing or controlling the filing. For example, Law Offices of Gale and Vallance, APC and the shareholder of the corporation.

If the Reporting Company was registered by a service or other third party (another attorney, an accountant, your mother): Choose “Other” to add the name of information for the service or other third party individual(s) primarily responsible for directing or controlling the filing in addition to the other individual primarily responsible for directing or controlling the filing. For example, LegalZoom and the shareholder of the corporation.

Beneficial Owner

A beneficial owner is an individual who either directly or indirectly: (1) exercises substantial control over the reporting company, or (2) owns or controls at least 25% of the reporting company’s ownership interests.

An individual can exercise substantial control over a reporting company in four different ways. If the individual falls into any of the categories below, the individual is exercising substantial control:

1. The individual is a senior officer (the company’s president, vice president, chief financial officer\corporate treasurer, corporate secretary, general counsel, chief executive officer, chief operating officer, or any other officer who performs a similar function).
2. The individual is a director or has the authority to appoint or remove certain officers or a majority of directors (or similar bodies) of the reporting company.
3. The individual is an important decision-maker for the reporting company. See Question D.3 for more information.
4. The individual has any other form of substantial control over the reporting company as explained further in FinCEN’s Small Entity Compliance Guide (see Chapter 2.1, “What is substantial control?”).