Keeping Your Business Out of Jail: An Attorney’s Guide to CTA Compliance

Grant Teeple

Grant Teeple is the Founder and Senior Partner of Teeple Hall, LLP, a full-service commercial law firm. He oversees the firm’s Litigation Group and participates in the Corporate & Transactional Group’s Mergers & Acquisitions Practice Area. Before founding Teeple Hall in 1992, Grant worked as a civil litigation defense attorney and has litigated complex, multi-jurisdictional matters in business litigation, intellectual property disputes, fraud cases, real property disputes, and entitlement matters. He has also handled numerous acquisitions and company sales in sell-side and buy-side transactions exceeding $100 million.

Here’s a glimpse of what you’ll learn:

[3:09] How Grant Teeple became an M&A attorney
[4:41] Common buyer- and seller-side mistakes
[9:41] How to involve an attorney in the M&A process
[13:47] Grant talks about the Corporate Transparency Act (CTA) and its implications for M&A transactions
[22:45] Maintaining compliance with the CTA
[27:35] The benefits of attorney-client privilege when complying with CTA

In this episode…

As business owners engage in M&A transactions, a crucial piece of legislation threatens steep fines and — in extreme cases — jail time for those who fail to comply. What new federal regulations must businesses navigate during the M&A process?

After the Anti-Money Laundering Act of 2020, Congress passed the Corporate Transparency Act (CTA), requiring businesses to disclose information about their owners and controllers to the Financial Crimes Enforcement Network (FinCEN). The law applies to any LLC or corporation and includes operators like CPAs, lawyers, and bankers. If you fail to comply or provide FinCEN with inaccurate or outdated information, you may be charged $500 for each day of non-compliance. Corporate M&A and compliance expert Grant Teeple recommends hiring an attorney to help you update ownership information regularly, maintaining compliance while ensuring privacy through attorney-client privilege.

In this episode of Destination Business Freedom, Pat Mancuso welcomes Grant Teeple, the Founder and Senior Partner of Teeple Hall, LLP, to discuss compliance regulations for M&A transactions. Grant also talks about common mistakes buyers and sellers make during the M&A process, how to involve an attorney in business sales, and how to navigate due diligence.

Resources Mentioned in this episode

Quotable Moments:

"One thing that buyers often do wrong is to fall in love with the deal."
"Buying outside of your expertise can be a real problem."
"The Corporate Transparency Act requires every business owner of an LLC or corporation to provide information to the federal government."
"If you don't know where you're going, you'll definitely get there."
"It's up to a $500 a day fine for any late filings."

Action Steps:

Conduct thorough due diligence: Before proceeding with any business acquisition, ensure you conduct comprehensive due diligence. This helps to evaluate the business objectively, identifying any hidden liabilities or pitfalls and preventing costly mistakes.
Stay within your expertise: When considering purchasing a business, focus on industries where you already have experience or expertise. This approach reduces the learning curve, allows for more informed decision-making, and mitigates the risks associated with unfamiliar territories.
Maintain compliance with regulatory requirements: Ensure your business complies with the Corporate Transparency Act (CTA) by filing the necessary beneficial ownership information with FinCEN. Compliance helps avoid hefty fines and ensures the business remains attractive to future investors or buyers by demonstrating good governance.
Regularly update ownership information: Establish a system to regularly update business ownership and control information, especially when there are changes in personnel or ownership stakes. Staying current with these updates avoids non-compliance penalties and maintains the integrity of the business' financial and legal standing.
Leverage professional guidance: Engage with legal and financial experts early in the M&A process to ensure all aspects of the transaction are handled correctly. Professional guidance can help navigate complex aspects of deals, from tax implications to legal compliance, ensuring a smoother transaction and better protection against potential liabilities.

Sponsor for this episode...

This episode is brought to you by the Mancuso Consulting Group, a small business consulting company for entrepreneurs, CEOs, and business owners dedicated to personal and business growth.

Business tax consultant Pat Mancuso, creator of The Mancuso Method, offers innovative insights and solutions for securing massive wealth through taxes, estate planning, sales, and acquisitions.

Our team of expert tax consultants have coached, consulted, and trained over 15,000 entrepreneurs, C-suite leaders, and business owners, providing small business tax advice and coaching in sales, leadership, organizational development, and personal growth. Additionally, Pat Mancuso has launched multiple multimillion-dollar business ventures, giving him a firsthand understanding of entrepreneurs' daily challenges.

At the Mancuso Consulting Group, we are committed to exploring innovative ways to help businesses and leaders grow their people and improve their bottom lines.

To learn how the Mancuso Consulting Group’s bookkeeping and tax services can help you unlock your full potential, visit www.themancusomethod.com, email us at pat@themancusomethod.com, or call 651-503-7355.

Episode Transcript

Intro 0:02

Welcome to Destination Business Freedom, hosted by Pat Mancuso. Join us as we explore success strategies and hacks from leading entrepreneurs helping you bridge the gap between financial success and personal freedom. Your journey starts here.

Pat Mancuso 0:21

Welcome everyone. My name is Pat Mancuso. I'm the host of Destination Business Freedom podcast, where I interview thought leaders, entrepreneurs, and business owners who have either exited their business or in that journey. Additionally, I interview people who can help business owners in that journey to arrive at their destination and close the gap between their finances and their freedom. This episode today is brought to you by the Mancuso Consulting Group, which uses a proprietary Mancuso Method to help entrepreneurs and business owners dedicated to closing that gap between their finances and their freedom. We have a free assessment that you can take at www.themancusomethod.com where, once you complete that assessment, you will receive a 10-point process, if you may, to help you close that gap between your finances and your freedom. And when you set up a call with me, we guarantee a value of $10,000 or more in that 30 minute call. Otherwise, I'll write you a check for $500 on the spot. So please go to theMancusomethod.com take the assessment, and we'll look forward to talking to you soon. Well, today, folks, I am excited to introduce a gentleman to you that I have the have had the opportunity over the last year to not only meet and have conversations with but to take in his experience, his knowledge. And we're going to talk today about an area that I know he's very passionate about, and has a ton of knowledge on and has actually created an environment to keep business owners like me and like you out of jail. Now, I know that sounds like crazy on our podcast, but there really is some things coming down the road for business owners that we're going to talk about. So let me introduce you to Grant Teeple Grant is the managing partner of Teeple Hall, LLP, a business firm that focuses on M and A tax and business law I've had the opportunity listen to Grant talk about a number of topics, certainly in depth on M and A and acquisition. And the reason is, is because I'm part of the epic group. Roland Frasier has an amazing group of entrepreneurs, business owners and people who want to acquire businesses. And Grant is a part of that, and so I'm excited to bring him to the show today, and I know he's going to add a lot of value to you as a business owner. So welcome to the show, Grant,

Grant Teeple 2:50

thanks so much. Appreciate you having me.

Pat Mancuso 2:52

man, we're so excited. So Grant, I want to just a little bit, you know, I know your firm does a lot more than M A, but that's where you focus a lot on. So how did you get into m a, like, how did you as an attorney kind of go down that path? Yeah,

Grant Teeple 3:09

that's great question. Uh, my family has always been an entrepreneurial family. My uh father opened and uh grew and sold businesses. My uh mom was in real estate, so we've always been I've always been in that environment. Then after law school, I joined a firm, and from the beginning, we focused just on business. So no divorce, no bankruptcy, no criminal, no family law, no personal injury, just stuff that businesses need. And M and A tax and M and A go hand in hand, mergers and acquisitions, right? Buying and selling all or some of your business, raising money, key, key agreements that you need to run those businesses have all been part of what I've been doing now for over 30 years, and it's been a passion of mine, and remains one. I really love building businesses. And you

Pat Mancuso 3:57

know it, what's interesting is people hear the word M and A or mergers and acquisitions, and you know, it means so much, so many things to so many different people right in that process. So let me ask you this question. So what you know, you've talked a lot at Epic and shared with us a lot of insights on some fundamentals, you know, for example, like an LOI, or, you know, a letter of intent. And you've shared a lot, what do you see is one of the most common biggest mistakes, that on the buying side, that somebody's buying a business, and when you when you're kind of brought into the transaction, or you're exposed to the transaction, sure,

Grant Teeple 4:41

and, boy, that's a great question, and there's a lot of good there's a lot of ways to mess up a deal. Let me tell you, more than one thing that buyers, you know, will do that it's a mistake, is to fall in love with the deal. I think right from the beginning, you've got to be very just passionate and very objective about the deal. And. Don't assume all everything's going to be just fine, because most times, everything's not going to be just fine, right? Another big other than falling in love with the deal, another big mistake I see buyers make, especially new buyers, is buying a business that is not in your area of expertise. Now look, I got a very common example here in my law firm, over the years, we've represented lots of physicians, and near the ends of the career, they've got some money, they're dialing back or retiring, and they all want to go out. They want to stay in business. They've not had any real social life. They've been doctors the whole time been an amazing percentage of them want to do what they want, to buy a bar or a restaurant, because they think it's cheers, right? They'll have immediate friends. It'll be a social event. I can't think of one of them who made it more than a year or two out of there, and it was not because the bars and restaurants aren't profitable. We know they are. They're open all over the place, right? The right food and drink is inelastic. People need it, but what it is is they don't know what they're doing. They don't know how to hire they don't know how to run the place, they don't know how to market it. And so buying outside of your expertise can be a real problem. Now you can, you can fix that problem if you have a partner or someone who is an expert in the area, that is a part of your organization, but then you really have to be wholly dependent and rely on them. So be careful about buying outside of your area of comp, of expertise and competence. If it's something that looks good but you don't have experience with it, you really need to find a way to bring that experience along. Finally, the one of the things that I've seen people do that really. You could see going in could be a problem, is buying a business where you are located somewhere else, other than the business. That means I live in California, and I buy a business in Texas, you know, especially if it's a brick and mortar business. But even if it's not, if that's what the employees and all the your thought process and all the thought partners are, you can only do so much on Zoom, and especially if it's a brick and mortar business, like a mechanic shop, an HVAC, a carpet store, anything that's brick and mortar, right, right? You really need buying a business like that and not being present to watch over it has a way of corrupting businesses in many cases. So there's, there's a quick few, and I can just keep going all day. But those are, those are some top ones. So let's

Pat Mancuso 7:29

flip it over for a second. On the seller side, what do you see the seller's biggest mistakes?

Grant Teeple 7:35

Well, it's uh, sellers biggest mistakes is uh, a knowing how to market your business properly, right? Because you want to make sure that your business is is you're getting the highest fair market value for it be, sometimes sellers have an opportunity to reposition their business to get a higher multiple, right? So if you're like, you know, an educational type company, maybe you move over to being more of a publishing type format. You could get a higher multiple doing that, maybe you're an education company, but you can offer your education through a software platform and be somewhat of a software company, again, reaching for a higher multiple. So really, knowing how to market and position the business would be two major concerns. The last one is vetting the buyer and making sure that the buyer can actually pay you. Because the minute you hand them the keys the car and they drive off, all you have is a piece of paper saying, you know, they're going to pay you, unless you get all cashed out on the on the barrel head the day you sell, right? You know, making sure that you really are secured, that the Agreement protects you in the event that they for whatever reason, the business goes away, or the human being goes away, that you did the deal with, that you can still either reclaim the business if you want, or somehow get paid. Yeah, you

Pat Mancuso 8:56

know what's what, what I really love. And we're going to shift gears here pretty quick on the to the really the important topic I wanted to bring you today. But one of the things that that you have certainly shared, that I've learned, is that there's so many pieces to the the m a, you know, the whether you're on the buy side or sell side. And obviously in epic, this is one of the reasons why we're part of that epic, because of those resources, but, but you have just an incredible knowledge base with that, that when you deliver it, it just, it's like your experience shows through. And so the reason, the reason I'm kind of laying that runway for you, is, when is the best time for you to come into the transaction? That's

Grant Teeple 9:41

a great question, when and how to use the attorney and how much attorney you really need. A $20,000 deal is going to need a little bit different touch on the 200,000 than the 2 million or 200 million. Right, right. Minimally, my clients always run the initial. Wire term sheet by me to look at it. Are we buying it with the right entity? Are there tax considerations? Are there terms that they're forgetting to put in there, that they might want to have in there for their protection? It's so important when you start any transaction, to create a roadmap. Now we a lot of times where that's the letter of intent, right? The letter of intent should lay out all the material terms of the transaction and describe the process of the task, of how the transaction will unfold, how long, right, it has the information treated. And so that's really a roadmap. And I have a fun saying I like, which is, if you don't know where you're going, you'll definitely get there and and the loi, or at least a really detailed term sheet, should lay out all the material terms of the transaction and the process of the transaction in a way, so that what, especially when you're buying, and the sellers out there selling, and maybe they're selling for the first time, this is the if they're agreeing to that loi, then they've agreed to that roadmap from here to the actual transaction. What do is surprise a seller along the way. You want to talk to my top 10 clients? Why you want to talk to my employees before we close? Why would you ever want to do that? That can spook the seller, but if they know this is coming, if they've signed up for it, uh, by signing off on the LOI or the term sheet that contains that, then it can make the process so much smoother. So the initial phase, when we build that, and that's not very much attorney time, we can usually do an LOI in an hour, maybe a little more, doesn't take that off along. And then the next phase of any transaction, once the LOI gets signed is what is the due diligence? It's when you're going into looking at the financials and looking at the legal questions of how the business has been run, I can help with that or not. It just depends. You don't always need the attorney to do everything, and sometimes they'll have me do everything, and then finally, actually papering the deal, so that what we're trying to achieve is, you know, written down in a way that makes everybody feel safe and comfortable, that when the transaction close, everybody's protected. And the best times to use me are definitely have your lawyer. Look at the loi, and certainly when you do the final documentation, minimally, you'll have lawyer on, usually on both those points, and again, the middle part, the diligence and and the negotiating the deal is just kind of a case by case basis. Sure

Pat Mancuso 12:25

it makes sense. Well, the reason I wanted to start with that is I know you guys. You're you and your firm. You certainly have a lot of experience in that area and, and, you know, with with our relationship with Roland, and obviously I know you'd known Roland for a long time. He wouldn't put his faith in somebody who didn't have that experience. So I want to make sure that people you know are aware that that is certainly an opportunity. And you know, with the number of baby boomers retiring or exiting their businesses, there is going to be no shortage of opportunity to help those business owners, whether they're on the buy side or sell side. So definitely reach out, folks, if you need some help, because Grant and his team are amazing. So I'm going to throw some acronyms out at you, like we're going to make this transition first. I'm going to start with the whole objective of me interviewing you based upon what you presented to us at Epic is keeping people out of jail. And I know that sounds extreme, but the law is the law and also avoiding fines. So CTA, boi, holy buckets. We've got a bunch of stuff coming at us, and it seems absolutely crazy. Grant, like, I mean, you know it seems crazy. So let's start with what is boi and what is CTA and what's driving this legislation, if you may.

Grant Teeple 13:47

Sure, I got a little quick little overview. Maybe give me some screen sharing. Absolutely, I can do that gear. You got it. So the Congress was really worried about money laundering and illegal transfer of wealth so consistent with really the rest of the world. The United States is a little bit late to this, and the Europe has a much and most other countries have much stricter laws about reporting financial transactions in ownership of company. So the United States just passed the effective January 1 of 2024 the corporate Transparency Act. And the corporate Transparency Act requires every single business owner of a LLC or of a corporation certain types of trusts and partnerships, every single one of you who has that have to provide information to the federal government. FinCEN database. That's f i n, C E N, Financial Crimes Enforcement Network, and you must provide the information about who the beneficial owners are of the company and who the control people are of the company. It's both now. Just right? So boi is beneficial owner information, right? CTA is corporate Transparency Act, and, and, and that's really how it is. So let me, let me share this here with you real quickly. All right, so can you see that? All right, absolutely, the corporate Transparency Act. It is what the name of the law is, the corporate let's see if I didn't do something right here on my There we go. It is part of the anti Money Laundering Act of 2020, and it's aimed at increasing corporate transparency in the US. It's really what they've done is they've weaponized your CPAs, lawyers and bankers against you to get more of your privacy, because what, what have? They want to prevent illicit financial they want to prevent money laundering and increase accountability, but they do it by requiring you provide personal information about different people in your in your company. So I've already talked about FinCEN being the Financial Crimes Enforcement Network. Let's just get right on. This is again, applicable to all LLCs and all corporations, right? There are some exemptions if you're a school district or an insurance company or a public company, they already have this information on you anyhow, but there's for purposes of the people on your podcast, I doubt anyone's going to be exempt. Now, what you have to do for every person in your company who's over 25% owner or who's the material operator, and we'll talk about that here in a minute, you have to provide the date of birth, their address and a copy of and the information on your passport or a current driver's license. So they're going to have your eye color, a picture of you, your hair color. Obviously, they'll have your address, they'll have your date of birth, they'll have all that information, and that needs to be uploaded to the FinCEN government database. The filing has to be done. The company does the filing. The filing has to be done within 30 days of the creation of an LLC. And if you had one from 19, whatever 72 or you've had one for years and years, you have to have that information up by the end of this calendar year. So you have to have it here. We coming up. It's a today's November 26 just before Thanksgiving. Everybody has about 30 days to get compliant. Um, they FinCEN says they'll keep when you give them the information, they'll keep it confidential. But you know, that's the government. Good luck with that. Yeah, good luck. Now, here's the sexy part, right? The part that you were talking about, if you do not comply, that means if you have not put your information up there, or the information up there is inaccurate and not current, and we'll talk about that in a minute, it's up to a $500 a day fine for any late filings, right every single day. And I want to tell you companies who don't comply with this. When you build your company up and you don't comply and a year or two or three years later, let's say, for some reason, you're not getting prosecuted by the government yet, right? But you're going to have, though, when I do the due diligence on the business, I'm going to check and see if you've complied as a company, that if I haven't, I'm going to multiply $500 times as every day you haven't done it. And I'm going to say that that that amount of money has to be set aside in the reserve until the statute of limitation passes. Right? So imagine it could be, you know, hundreds of 1000s of dollars just for a few years of non compliance. You know, one year loans, 500 times 365, you do the math, it'd be a whole lot of money. In addition that it says criminal penalties for potential evasion. I've got to take this off and make sure it's clear. It's two years. It's a felony. It's up to two years in jail if you don't comply, $500 a day, up to two years in jail if you don't comply. So it's, it's a it's a real thing, um, you know you should comply, because, again, you really want when you have partners, stakeholders, when you have investors, you need to be in compliance, or you're breaching their fiduciary duty to them. It is really aligning us with the international law. As I said before, this is kind of the standard everywhere else in the world, and we're a little late to the game, and I think it's a lot because of our freedoms. It's a pain in the butt, because you've got to listen. If somebody gives you their driver's license and you're the one of your control people, we'll talk about who they are in a minute, but let's say it's your CEO and his driver's license or passport expires, they've got to go get a new one issued. You've got to get compliant. You've got to get it up there. If their address changes, then that information is that accurate, then you're supposed to get compliant within 30 days of any time. So let me, let me just drop this down now. Um, so that that's really it, and in a in a nutshell, I'm going to show you one other thing that it's common question I get. Just give me a moment here, get my other display up. Okay, the government issued a handbook, and I'll give everybody of the link to that handbook, or at least show you how to get to it. This is it. Here. Let me see if I can make a little bigger for us all. Bill's not helping. I won't think I'm able to make it bigger. There it is, a little bigger. All right, when we talked about Whoa, when we talked about who has to, uh, whose information in the company do you have to provide to thin cent, there's two categories, right? One is anybody who owns 25% or more, that's easy, okay? You gotta, you gotta put up their name, address, a driver's license or a passport, right? That's right. But if you are look at this substantial controlling indicators. This is from the FinCEN. This is from their handbook describing how the law works. Look your president, your chief financial officer, General Counsel, Chief Executive Officer, right? And then there's the catch all down here, any important decision maker, and they catch all any other form of substantial control over the over the business, right? So if you could hire fire, decide when the company is to be can be bought, can be sold, anything like that. These people are all reporting people. So come companies, any real company that's operating is may have 510, 15 reporting people. And if they come and go from the positions you've got a member, you've got to keep current on that so that, and I told everybody, I tell you where, this is where, how you can get this. Let me show. I'll tell you, right. Whoop. Let's see if I can scroll down a little, and

Pat Mancuso 21:41

we'll definitely make sure we put this in the show notes for everybody. Sure you

Grant Teeple 21:44

will there. So look the right down here at the bottom, the beneficial ownership information reporting requirements, small Entity Compliance guide. So if you Google beneficial owner information reporting requirements, small Entity Compliance guide, you'll get a link to this. You can download the little booklet, and you can read all about the Transparency Act. But the real test, the real magic, is two things. One, making sure you identify all the people in your company who need to comply to keeping that information current and up to date. That's really, that's really what the The trick here is, because, you know, people think it's a kind of thing. You file and you you file and forget. Well, that's true until you, you know, employees come and go from companies all the time, right? Owners come and go all the time, and all of them move and have their driver's license and passports expire from time to time. So that's a in terms of staying current. Those are some things you really have to be mindful of the whole time. So I'm gonna, I'm gonna

Pat Mancuso 22:45

rapid fire some questions in. I know you've talked about some of these, but this one just came to mind. So let's say I'm an entity, but I'm not an active entity.

Grant Teeple 22:58

It doesn't need to file less unless the company has been dissolved officially by the Secretary of State in your state, you must file.

Pat Mancuso 23:05

How many companies do you think have not been officially dissolved that could get caught up in that?

Grant Teeple 23:12

Well, that's a great question. How many companies out there that are

Pat Mancuso 23:17

inactive but haven't been officially dissolved? I'll

Grant Teeple 23:19

bet there's millions. Millions. Sure. Wow. Okay,

Pat Mancuso 23:24

second question, you talked about the coming and going of people and so then and again. I know you said this, but because I heard it in your presentation at Epic every time, that

Grant Teeple 23:38

has to be updated. That's right. That's exactly right every

Pat Mancuso 23:41

time. And if it's not updated, then it's not a compliance. And if it's not in compliance, it's a daily and, you know, to spend a night in jail type of deal, if it's

Grant Teeple 23:51

not a compliant, you know, I I wonder how many people they're really going to put in jail, but what they are going to do is they are going to assess those fines, and what you are going to do is you're gonna find, and I'm repeating myself, that when you go to sell your company, go to borrow money, whatever it may be, you're gonna be asked, Are you compliant? And you're gonna be able to demonstrate right buy it, and that you've maintained that compliance. And if you can't demonstrate that you're compliant, then people are gonna it's gonna affect their evaluation financially, of your business, both at both financially and management wise. And

Pat Mancuso 24:24

how many people Grant, I mean, like, that's the first time I've heard you. Now, I'm sure you might have said it, but how many people are not even considering that, that are thinking about selling their business, and all of a sudden they won't be compliant in 2025 and a great attorney will pick on picked, I mean, wow, that's a, that's a big takeaway. I mean, that is an absolute big takeaway.

Grant Teeple 24:47

Even a bad attorney's gonna find it, because on every single deal legal diligence checklist. Now, we all have them. Attorneys all have legal diligence checklists. You know, right? The Articles of Incorporation are good and that the Minute. Have been signed, and the operating agreement or the shareholder agreement occur, blah, blah, blah. Well, now we all have added a section for corporate Transparency Act. Everybody knows asked this question. Now the banks and every attorney, it's uh, and if you're not compliant, you're gonna it's gonna be not fun, because it's gonna affect the valuation and or to cash out of the business. So

Pat Mancuso 25:20

do you know this again, is just rapid fire. Is there going to be a place that the government web, at the government you can go find out if a business is in compliance?

Grant Teeple 25:30

Well, you do. The answer is, no, they the USA public is not supposed to have access to this federal database. Only the you know, the criminal arm of FinCEN is he had access to so only you know if you're compliant. And then, as you know, we have, at my firm, started the a website. What? CTA portal.us, like Charlie Tom, alphaportal.us. CTI portal.us, a corporate Transparency Act, and that portal is set up for compliance. You go on the portal, you help you identify which people in your company have to report and don't for the people that do report, it gives you a place to upload securely under attorney client privilege, because it's done through my law firm. All of this sense, highly sensitive personal information. You upload it to our website, and then we up make sure that it's uploaded and properly sent to the government. For you, we review the material, we put it up there and make sure that it's compliant. We also track the driver's license expiration date and the passport expiration date, and send you out a notice when they cancel. So do you know to go and ask, you know, Susie, or whoever it may be, say, hey, I need a new form of ID, because you're we're not in compliance because of you. Finally, it provides a full audit trail of anybody you've had in the system or out of the system that you can show people to demonstrate that you're compliant the the right now, if you just go and directly upload stuff to the government, you won't get to get any notices when things expire, and you're not going to have any kind of audit trail or any certification of your compliance. So you and

Pat Mancuso 27:13

I could have misunderstood this. So I'm going to put the caveat, but when you were doing the presentation, one of the things that I picked up on was the attorney client privilege, compared to my CPA, or compared to some resource that didn't do that, what you all are doing the way that you're doing it. Will you expand on that a little bit? Sure.

Grant Teeple 27:35

So imagine a company, even a larger company, has 1015, maybe 20 people who are going to have to be disclosed as either beneficial owners or control people, right? Right? The titles that we went over earlier. So what you're doing now is you're putting a burden internally on your HR to collect everybody's you know, normally you're not collecting everybody's driver's license and passports, and you may have people's data date of birth, but it's not something that you would normally do. And then once you've done that, you know, organizing it and getting it up and making sure it's current on the federal database, that people don't want that extra HR burden. So then route, what you have is there's other services besides CTAportal.us. That out there will do this. I think Legal Zoom has one, but when you do that now, you've taken what, 510, 15 people's private information, copy of their driver's license or driver's license number, or their passport number, whatever all the information is, and you're giving it to a third party provider, and that provider will that can agree to keep it confidential, but If somebody hits them with a subpoena or a lawsuit or whatever it may be, they're going to have to disclose that information. By doing it through your through my portal, you have the attorney client privilege. Nobody can get through the attorney-client privilege. Everything you say is confidential. That's true. Our court order good if we were doing something like defrauding people. Get right, but absent, absent something extraordinary like that, right? We give every company the confidence and comfort to know that the information is provided is going to stay attorney client privilege and then hopefully stay protected up at the government level, and it's right and out to some third-party vendor who doesn't enjoy an attorney client privilege,

Pat Mancuso 29:20

and that is different than a CPA Correct? There's no seat that that struck me big time, that struck me like most. In fact,

Grant Teeple 29:29

most CPAs won't do this. Most CPAs just tell you you have to do it and give you a link to the government website. But again, audit trail, you're not getting updates. You're not getting alerts. So

Pat Mancuso 29:41

it's interesting that you say that. And this brings me to my next question in this I don't remember exactly what the fee was, so I want you to talk about that, because I got a letter from my CPA yesterday. I have multiple entities, and it's three to $500

Grant Teeple 30:01

Yes, per entity, per entity, yeah, well, they're gonna do it for you for three to 500 that's,

Pat Mancuso 30:06

well, in the letter it outlined, they have this service. And you know, this is a legacy CPA firm 100 years. So how does that compare now? Now, by the way, I should say this, I also got a letter from an entity that I have in a different state that they could do my filing for 25 bucks. Now that concerned me a little bit. So, um, so how does what? Tell me the model that you all have in your CTA portal,

Grant Teeple 30:35

yeah, in the CTA portal, we, we, we do, review each piece of paper, each ID, Director office, paralegals will look at them and make sure that everything's copacetic, right, that it's all the right order. And then, we do do the uploading. It's it's $250 so we're a little under your CPA in that, but we you can call up and speak with one of our paralegals. We have a lot of extra resources. I'm aware of the 25 and $50 solutions out there, but they are, you know, you won't have anybody you can call and get the information from, or you won't have, certainly, the attorney-client privilege. And I would bet you that nobody's reviewing you're they're just literally taking your information and throwing it up on the website without review well, and

Pat Mancuso 31:22

they don't have the follow up of the expiration dates and the compliance and all those type of things. And that's why, that's why I wanted to bring you on Grant, because I know that you know, you saw this coming, and you're very smart guy and and your team is and just what you guys are doing, I just think is, is, you know, is beneficial, plus, you know, there was a challenge, as I understand it, to this regulation, this law and and that didn't go anywhere. So this is happening unless there's some last minute thing correct.

Grant Teeple 31:54

There are challenges out there pending a couple courts, but it is not going anywhere, even if colleges are successful in part or in old you can bet Congress will come back and find a way to get this done if, in my and likely, these challenges will be, won't go anywhere. As you said, it really is the world standard now. And I don't, I don't see us getting away from that. And

Pat Mancuso 32:20

so this is going to be an ongoing deal. And you talked about HR departments. Imagine a large, you know, 3m type of company in and oh my gosh, how many controlling people they have,

Grant Teeple 32:31

exactly.

Pat Mancuso 32:31

Yeah, and then, and then one last question, just because it popped into my head. So whether it's an investor or controlling partner, any issues or requirements, being US citizens?

Grant Teeple 32:43

No. In fact, it's a great question. This applies to anybody who has a company, and if you happen to be a foreign national, you still have the reporting requirement. Yeah.

Pat Mancuso 32:54

Interesting, interesting. Well, I am. Is there anything I didn't ask you on this, because I do think this is, you know, an important deal. And we're, like you mentioned, we're doing this right before Thanksgiving, which gives people plenty of time. And, you know, I mean, at $500 a day, it's gonna add up pretty quick if they don't get this done.

Grant Teeple 33:15

No, I think we covered it all. I think we covered who, who it applies to, how it works. You know, we talked about the CTAportal.us, solution that we have. And I think, I really think it's amazing to me how many people don't even know that this law is out there. I know. I don't see anything about it in the paper, in the newspapers. I don't see anything on the news. I don't see it anywhere. And it's just gonna be unfortunate. You're gonna have a lot of people. Yeah, maybe you can get compliant in two or three or four or five or months, or maybe you can even end up next year you'll get compliant. But what do you do with that historical potential liability on your books now of 500 bucks a day?

Pat Mancuso 33:53

No one's talking about that Grant. No one. I haven't heard a thing on that. Yeah, that's it. That's a big deal. Like that was worth the price of having, so to speak, having you on today, if I can get that communicated to people, and you know whether they use your portal, which, of course, I think they should. But whoever I mean, that's a big

Grant Teeple 34:12

deal. Yeah, it sure is. It sure is. I'm glad you're doing this, because any the more we can get the information out there, the more we can get people out there freed up from their businesses and onto their their their finances and freedom properly coordinated,

Pat Mancuso 34:27

absolutely, absolutely. Well, I'll tell you what this is exactly why you want to use in we bring people that are incredibly talented to our show, and you want to use the resources that we bring, because they're at the forefront. And you know, again, I acknowledge Roland and Deanna and the entire team at Epic, because it's just I've learned and taken away so much. And obviously you as a resource, as part of that group, is amazing as well. So as a final thought, Grant two things, a final thought, you'd share with somebody. Any thought at all in your journey as an attorney, and then where would be the best place for people to reach out to you if they wanted to connect first, say, on social media or any of those resources?

Grant Teeple 35:11

Yeah, probably just to our website. You know, teeplehall.com like my name, teeplehall.com, that's probably the best way to get a hold of us. And maybe the only other thing to think about, to think about if you're out there buying and selling businesses, we didn't really covered people don't pay a lot of attention to, is when you do decide to buy a business or sell a business, really look at the tax implications if you're going to buy the business, what type of business are you going to own it with? Right? Are we going to the LLC, an S Corp, a C Corp. Where will that business be located? Right? And that's both on the buy in the sell side. If you're going to sell, who do you want the seller to be? Because you can decide, maybe it's not you. Maybe it's a structure that you put up that's more tax favored. So really look at your taxes when you're on the buy and sell side of any m a deal. I think that's something we didn't talk about, but which really drives so much of M and A work, which is the tax implications, so that, yeah, last Pearl for the day, I think, well, you

Pat Mancuso 36:08

just set up the fact that we're gonna have you back at another episode, if you're willing, and absolutely drill down on that, because I do think there's a whole lot of opportunity there as well for people to learn. And so there you go. There's the invite to have you back for another episode of 2025

Grant Teeple 36:27

happy to do it. Happy Thanksgiving. Happy New Year to you.

Pat Mancuso 36:30

I love it. Well, hey everybody, thank you so much. We so appreciate your support. Visit, visit us on our all our social media resources. Please reach out to Grant and his team at ctaportal.us, and definitely take advantage of that. And don't not do it, because $500 will add up pretty quickly, and you definitely don't want that money going places where it shouldn't go, if you may. So thanks everybody. Have a great holiday season and Grant, thanks again for all that you've supplied us today. It was amazing.

Grant Teeple 37:04

My pleasure. Talk to you soon.

Pat Mancuso 37:05

Thanks so much.

Outro 37:07

Thank you for joining Destination Business Freedom with Pat Mancuso. May the insights and strategies shared guide you towards financial prosperity and personal freedom. Continue to navigate boldly until next time. Keep transforming challenges into achievements. Farewell and stay the course.

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