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California Proposes Its Own Corporate Transparency Act For Non-California Corporations And Limited Liability Companies
Thursday, March 23, 2023

Earlier this week, Senator Melissa Hurtado amended her placeholding bill, SB 738, to flesh out her proposed Corporate Transparency Act.  As amended, the bill would require foreign corporations that register to transact intrastate business with the Secretary of State to disclose specified information with respect to their "beneficial owners".   Because the bill defines "beneficial owner" as "a natural person who owns, directly or indirectly, 50 percent or more of the equity interest of a foreign corporation", the onus of the bill is likely to fall on small and closely held businesses.  If disclosure is required, the corporation must disclose the owner's:

  • Full legal name;

  • Residential or business address; and

  • Email address, if applicable.

It is unclear what a foreign corporation can, or must, do if a shareholder's shareholder declines to provide this information.  The reference to "equity interest" is also vague and unclear. 

The bill would impose similar requirements on foreign limited liability companies registering to transact intrastate business.

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