Beneficial Ownership Certification
Opening or making changes to a business account?
Here's what you need to know about the impact of new customer due diligence rules for beneficial ownership.
The Beneficial Ownership Form
Beneficial Ownership Information must be provided on our Beneficial Ownership Form before a new account can be opened, or a new service can be established. We may also request Beneficial Ownership Information for certain renewals, modifications, or if your legal entity’s beneficial ownership has changed. Information regarding these requirements can be found below.
Frequently Asked Questions
- An individual who is authorized to open an account on the behalf of the legal entity
- An individual who actively maintains a position within the legal entity’s C-Suite (large legal entities)
- An individual who is the Owner, President or Vice President (small legal entities)
If you have any further questions, please contact your Relationship Manager.
Exclusions from the definition of Legal Entity Customer
A legal entity customer does not include:
- A financial institution regulated by a federal functional regulator1 or a bank regulated by a state bank regulator;
- A person described in 31 CFR 1020.315(b)(2) through (5)
- A department or agency of the United States, of any state, or of any political subdivision of any State;
- Any entity established under the laws of the United States, of any state, or of any political subdivision of any state, or under an interstate compact between two or more states, that exercises governmental authority on behalf of the United States or any such state or political subdivision
- Any entity (other than a bank) whose common stock or analogous equity interests are listed on the New York Stock Exchange or the American Stock Exchange (currently known as the NYSE American) or have been designated as a NASDAQ National Market Security listed on the NASDAQ stock exchange (with some exceptions)
- Any subsidiary (other than a bank) of any “listed entity” that is organized under the laws of the United States or of any state and at least 51 percent of whose common stock or analogous equity interest is owned by the listed entity, provided that a person that is a financial institution, other than a bank, is an exempt person only to the extent of its domestic operations;
- An issuer of a class of securities registered under section 12 of the Securities Exchange Act of 1934 or that is required to file reports under section 15(d) of that Act;
- An investment company, investment adviser, an exchange or clearing agency, or any other entity that is registered with the SEC;
- A registered entity, commodity pool operator, commodity trading advisor, retail foreign exchange dealer, swap dealer, or major swap participant that is registered with the CFTC;
- A public accounting firm registered under section 102 of the Sarbanes-Oxley Act;
- A bank holding company or savings and loan holding company;
- A pooled investment vehicle that is operated or advised by a financial institution that is excluded under paragraph (e)(2);
- An insurance company that is regulated by a state;
- A financial market utility designated by the Financial Stability Oversight Council;
- A foreign financial institution established in a jurisdiction where the regulator of such institution maintains beneficial ownership information regarding such institution;
- A non-U.S. governmental department, agency, or political subdivision that engages only in governmental rather than commercial activities;
- Any legal entity only to the extent that it opens a private banking account subject to 31 CFR 1010.620.
Trusts are not included in the definition of legal entity customer, other than statutory trusts created by a filing with a Secretary of State or similar office. If a Trust maintains beneficial ownership of at least 25% or more of a legal entity, the trustee should be listed as Beneficial Owner.
Certain legal entity customers are subject only to the controlling individual of the beneficial ownership requirement, including:
- A pooled investment vehicle operated or advised by a financial institution not excluded under paragraph 31 CFR 1010.230(e)(2); and
- Any legal entity that is established as a nonprofit corporation or similar entity and has filed its organizational documents with the appropriate state authority as necessary.
1Federal functional regulator means: Federal Reserve, FDIC, NCUA, OCC, U.S. Securities and Exchange Commission (SEC), or U.S. Commodity Futures Trading Commission (CFTC).
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