Assembly Bill A10379

                             
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   10379
 
                           I N  A S S E M B L Y
 
                               May 13, 2022
                                ___________
 
 Introduced  by  COMMITTEE ON RULES -- (at request of M. of A. Gallagher)
   -- read once and referred to the Committee on Governmental Operations
 
 AN ACT to amend the executive law, in relation to requiring  the  secre-
   tary  of  state to establish a database of beneficial owners of corpo-
   rations and certain other business entities

   THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section  1. The executive law is amended by adding a new section 100-b
 to read as follows:
   § 100-B. CORPORATION AND  BUSINESS  ENTITY  DATABASE;  INFORMATION  ON
 BENEFICIAL  OWNERS.  1. THE SECRETARY OF STATE SHALL ASSIGN EACH BENEFI-
 CIAL OWNER OF A LIMITED LIABILITY COMPANY AN ANONYMIZED UNIQUE IDENTIFY-
 ING NUMBER AND PUBLISH SUCH NUMBER IN RELATION TO ANY AFFILIATED  COMPA-
 NIES,  IN  ADDITION  TO SUCH BENEFICIAL OWNER'S NAME, YEAR OF BIRTH, AND
 BUSINESS ADDRESS, IN THE CORPORATION AND BUSINESS ENTITY DATABASE OR ANY
 SUBSEQUENT DATABASE WHICH IS MAINTAINED BY THE DIVISION OF  CORPORATIONS
 WITHIN  THE  DEPARTMENT  OF  STATE.    DATA, INCLUDING THE NAME, YEAR OF
 BIRTH, BUSINESS ADDRESS, AND UNIQUE IDENTIFYING NUMBER OF EVERY  BENEFI-
 CIAL  OWNER  OF  EVERY  LIMITED LIABILITY COMPANY REGISTERED TO TRANSACT
 BUSINESS IN NEW YORK STATE, SHALL BE PUBLISHED ONLINE IN A  DOWNLOADABLE
 SPREADSHEET  FORMAT  AT  LEAST  ONCE  ANNUALLY.   THE IDENTIFICATION AND
 PUBLICATION OF THE NAMES, YEARS OF  BIRTH,  AND  BUSINESS  ADDRESSES  OF
 BENEFICIAL  OWNERS  SHALL  NOT  BE  DEEMED  AN  UNWARRANTED  INVASION OF
 PERSONAL PRIVACY PURSUANT TO ARTICLE SIX OF THE PUBLIC OFFICERS LAW. THE
 DEPARTMENT SHALL ALSO  ESTABLISH,  THROUGH  REGULATIONS,  PROCEDURES  TO
 ALLOW  BENEFICIAL OWNERS WITH SIGNIFICANT PRIVACY INTERESTS TO APPLY FOR
 A WAIVER TO WITHHOLD THEIR NAMES, YEARS OF BIRTH AND BUSINESS  ADDRESSES
 FROM  PUBLIC  DISCLOSURE PURSUANT TO THIS OR ANY OTHER LAW. THE ISSUANCE
 OF A WAIVER SHALL BE UPON GOOD CAUSE SHOWN AND IN THE  PUBLIC  INTEREST,
 AND THE DEPARTMENT SHALL DETERMINE THAT THE RECIPIENT DEMONSTRATES MINI-
 MAL  RISK  OF  MONEY  LAUNDERING, TAX EVASION, OR OTHER FINANCIAL CRIME;
 PROVIDED, HOWEVER, THAT A NATURAL PERSON  PARTICIPATING  IN  AN  ADDRESS
 CONFIDENTIALITY PROGRAM OR WHO IS THE SOLE MEMBER OF A LIMITED LIABILITY
 COMPANY  ACTING  AS  A  RELATOR  IN  A  QUI TAM ACTION FILED PURSUANT TO
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
              

                                                            LBD15665-02-2
 A. 10379                            2
 
 SECTION ONE HUNDRED NINETY OF THE STATE FINANCE LAW OR 31 U.S.C. SECTION
 3729 SHALL BE PRESUMED TO HAVE GOOD CAUSE  AND  PRIVACY  IN  THE  PUBLIC
 INTEREST.    FOR PURPOSES OF THIS SECTION, THE TERMS "BENEFICIAL OWNERS"
 AND  "LIMITED  LIABILITY  COMPANY"  SHALL HAVE THE SAME MEANING AS THOSE
 TERMS ARE DEFINED IN SECTION ONE HUNDRED TWO OF  THE  LIMITED  LIABILITY
 COMPANY LAW.
   2.  THE  SECRETARY  OF  STATE, IN COOPERATION WITH THE COMMISSIONER OF
 TAXATION AND FINANCE AND THE OFFICE OF THE COMPTROLLER,  SHALL  ISSUE  A
 REPORT  NO  LATER  THAN JULY FIRST, TWO THOUSAND TWENTY-FIVE DESCRIBING:
 THE DEGREE OF COMPLIANCE AMONG LIMITED LIABILITY COMPANIES WITH  BENEFI-
 CIAL  OWNERSHIP  INFORMATION  REPORTING  AND  ANY  EFFORTS UNDERTAKEN TO
 ENFORCE COMPLIANCE; THE EFFORTS TO VERIFY BENEFICIAL OWNERSHIP  INFORMA-
 TION;  RECOMMENDATIONS  FOR  IMPROVEMENTS  TO  EXISTING SYSTEMS AND LAWS
 CONCERNING THE  COLLECTION  AND  VERIFICATION  OF  BENEFICIAL  OWNERSHIP
 INFORMATION;  THE  EFFECTS  THAT  BENEFICIAL  OWNERSHIP  DISCLOSURE  AND
 REPORTING REQUIREMENTS FOR LIMITED LIABILITY COMPANIES HAVE HAD ON BUSI-
 NESS FORMATION OR INVESTMENT PRACTICES,  IF  ANY,  THROUGH  OTHER  LEGAL
 ENTITIES OR ARRANGEMENTS; AND, THE PUBLIC POLICY MERITS AND DEMERITS, IF
 ANY,  OF EXPANDING BENEFICIAL OWNERSHIP DISCLOSURE REQUIREMENTS TO OTHER
 TYPES OF CORPORATE OR LEGAL  ENTITIES.  THE  SECRETARY  OF  STATE  SHALL
 SOLICIT  COMMENTS  OR  TESTIMONY  FROM THE PUBLIC CONCERNING THE MATTERS
 COVERED BY THE REPORT AND INCLUDE A SUMMARY OF COMMENTS RECEIVED IN SUCH
 REPORT, PROVIDED  THAT  ANY  SUBMISSION  OF  COMMENTS  OR  TESTIMONY  IS
 PROTECTED AGAINST AUTOMATED OR ROBOTIC SUBMISSIONS.
   3. THE SECRETARY OF STATE, IN COOPERATION WITH THE COMMISSIONER OF THE
 DEPARTMENT  OF TAXATION AND FINANCE, MAY VERIFY THE BENEFICIAL OWNERSHIP
 INFORMATION INCLUDED IN RETURNS USING BENEFICIAL  OWNERSHIP  INFORMATION
 SUBMITTED TO THE DEPARTMENT OF STATE PURSUANT TO SECTION TWO HUNDRED TWO
 OR  EIGHT  HUNDRED  TWO OF THE LIMITED LIABILITY COMPANY LAW IN ORDER TO
 IDENTIFY FRAUD OR SUSPICIOUS ACTIVITIES AND  MAY,  AT  HIS  OR  HER  OWN
 DISCRETION, REFER SUCH FRAUD TO APPROPRIATE AUTHORITIES.
   §  2.  This act shall take effect on the ninetieth day after a chapter
 of the laws of 2022 amending the limited liability company law  relating
 to  the  disclosure of beneficial owners of limited liability companies,
 as proposed in legislative bills numbers  S. 8439-A and A. 9415-B, takes
 effect.