Beneficial Ownership Reporting
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Over the past year, we, as business owners, have been hearing that we will need to report our business to the federal government if we are of certain legal entities. That is true. Under the US Corporate Transparency Act, all limited liability companies (LLCs), companies or other entities formed via a Secretary of State office would have to file a report showing all owners who own 25% or more of the business’s equity. That would be direct ownership (via direct ownership) or via third party entities like a trust.
A recent U.S. District Court case in Alabama has ruled the reporting, and the Act, unconstitutional. At this time the Department of Treasury says it will appeal the ruling but will also comply with the ruling meaning that reporting is suspended until further notice.
Recently, a client sent us a copy of the reporting form sent to them by a third-party company telling them they had to file this or suffer severe penalties. That was true before the court ruling.
The company was asking for a fee to file this form. I have no problem paying a company to do a job, but I have an issue when you get an email or mailing saying you must do something from a company that you or I know nothing about. That is my issue here.
My firm and I are monitoring the situation and will let you know if you need to file it and when. If it becomes necessary to file, we will be able to help you file the appropriate form for a fee. Until then, please ignore anything you get saying you must file a form for Beneficial Ownership.
If you have any questions, please contact my office.
Why Growth Increases Employment Risk A business with two employees may feel easy to manage. A business with ten employees needs more structure. A business with twenty employees needs even more consistency. Growth creates more decisions. More decisions create more chances for confusion, conflict, or claims. As a business grows, employment practices can lag behind. The company may add people before updating job descriptions. It may promote a team member into management before training them. It may handle performance issues differently from one employee to another. These gaps are common. They do not always mean the owner is careless. They often mean the business is busy. But employment claims often focus on process. For example: Was the rule applied the same way for everyone? Was the employee warned? Was the complaint reviewed? Was the hiring process fair? Was the manager trained? Was the decision documented? A clear process is easier to defend than memory. The Equal Employment Opportunty Commission advises employers to train managers and employees on equal employment opportunity laws, establish neutral and objective criteria for employment decisions, and monitor practices for consistency. It also recommends fostering open communication and early dispute resolution to keep small issues from becoming legal claims. [4] That is why Employment Practices Liability Insurance works best when it is paired with good workplace habits. Insurance helps protect the business financially. Documentation helps explain what happened. How Small Businesses Can Reduce EPLI Risk Employment Practices Liability Insurance is one layer of protection. Strong employment practices are another. Small businesses can reduce risk by making workplace decisions more consistent. This does not require a large HR department. It does require a simple system. Start with these steps: Use written job descriptions. Create a basic employee handbook. Document performance concerns. Use consistent interview questions. Keep hiring notes professional and job-related. Train managers on harassment, discrimination, and retaliation. Respond to employee complaints promptly. Apply workplace policies consistently. Review termination decisions before acting. Keep payroll and worker classification practices current. These steps help create a better workplace. They also help the business if a claim appears later. The EEOC offers a Small Business Resource Center with free guidance on hiring, training, evaluating, disciplining, and terminating employees. The agency notes that small business owners often do not have legal or HR experts on staff, and the resources are designed to help fill that gap. [5] Owners should be especially careful with terminations. A termination may be valid, but it should still be documented. The business should be able to explain why the decision was made and show that similar situations were handled in a similar way. Good records do not remove all risk. They make the business more prepared.
What EPLI Is Not Employment Practices Liability Insurance is not the same as general liability insurance. General liability usually focuses on third-party bodily injury, property damage, and certain personal injury claims. For example, it may apply if a customer slips and falls at your office. EPLI is different. It focuses on workplace claims. Employment Practices Liability Insurance is also not the same as workers' compensation. Workers' compensation helps cover employees who are injured or become ill because of their work. EPLI helps with certain claims about how employees or applicants were treated. That distinction matters. Many owners assume their business insurance will cover an employee lawsuit. It may not. A claim involving wrongful termination, discrimination, harassment, or retaliation may fall outside general liability or workers' compensation. EPLI is designed to help fill that gap. EPLI also has limits. The Insurance Information Institute notes that EPLI policies may reimburse companies for defense costs, settlements, and judgments. But they generally do not cover punitive damages or civil or criminal fines. [1] Common exclusions may include: Criminal acts Intentional wrongdoing Bodily injury Property damage Workers' compensation claims Certain wage and hour claims Claims known before the policy began Some contract disputes Wage and hour claims deserve extra attention. Some policies exclude them. Others may offer limited defense coverage or an endorsement. The best question is not, "Do we have EPLI?" The better question is, "What does our Employment Practices Liability Insurance actually cover?"
What Employment Practices Liability Insurance Covers Employment Practices Liability Insurance is built around the employment relationship. It may help cover legal defense costs, settlements, or judgments tied to covered workplace claims. A policy may respond to claims involving: Wrongful termination Discrimination Sexual harassment Retaliation Failure to hire Failure to promote Wrongful discipline Negligent evaluation Employment-related defamation Invasion of privacy The International Risk Management Institute identifies wrongful termination, discrimination, sexual harassment, and retaliation as common EPLI claim types. It also notes that policies may cover other employment-related conduct, such as defamation, invasion of privacy, failure to promote, and negligent evaluation. [3] Here is a simple example. An employee is fired after repeated performance issues. The owner knows the decision was based on the work. But the former employee claims the firing was discriminatory or retaliatory. Even if the business did nothing wrong, it may still need to respond. That could mean attorney fees, agency filings, a demand letter, or a lawsuit. That is one of the most important parts of EPLI. A claim does not have to be successful to be expensive. IRMI notes that EPLI policies contain shrinking limits provisions. That means defense costs, which are often a substantial part of a claim, reduce the policy's available limits. [3] Some EPLI policies also cover claims from job applicants. This matters if someone says they were not hired because of age, disability, pregnancy, race, gender, religion, or another protected category. Some policies include third-party coverage too. This may help if a customer, client, or vendor claims harassment or discrimination by someone at the business. Not every policy includes it, so owners should ask.