Stop me if you have seen this before. You visit the website of a U.S. privately held manufacturer, and you click on the “About Us” page (if one exists) to find only generic information that could describe any manufacturing business in the United States. There often is no listing of who runs the business – let alone who owns it – and sometimes, there is no information as to how big the facility is or how many employees work there. Often, there is no information as to when the business was founded or its history. 

Contrast that with many international privately held businesses – including in Europe. The websites often have a listing of the executive team, ownership information, employee headcount, and most importantly the top line revenue of the business (and perhaps even its profitability). 

Why the difference? Why are international businesses more transparent? 

The answer to these questions is not readily obvious, but at least in part, the “secrecy” that U.S. businesses have as to the ownership and or revenue information is baked into U.S. corporate law. Up until the time of the passage of the Corporate Transparency Act, lawyers would always talk about the fact that forming in Delaware (as an example) was straightforward and that much of the company’s underlying information would not need to be disclosed. Often, our international clients are surprised by this, as the disclosure rules outside the United States can be extreme, including the disclosure of passports as an example.

I have represented a lot of privately held manufacturers and I understand why certain companies do not want to disclose information. However, I would maintain that U.S. privately held businesses should consider more disclosure – not less – for a few reasons. First, in an era where manufacturers are desperate to find employees, transparency can only help. Knowing who owns the company, who runs it, how big it is, how many employees work there, and the history (i.e., stability) of the organization can be an effective recruiting tool. Second, this information can also help potential customers as they conduct diligence on whether to do business with you. There are other reasons as well.

At the very least, U.S. privately held manufacturers should think about whether maintaining secrecy of all information is actually helping them in any way or just serving as a barrier for growth.

Photo of Jeffrey White Jeffrey White

I am a partner at Robinson+Cole who handles corporate compliance and litigation matters for both domestic and international manufacturers and distributors that make and ship products around the world. My clients have ranged from publicly traded Fortune 500 companies to privately held and/or…

I am a partner at Robinson+Cole who handles corporate compliance and litigation matters for both domestic and international manufacturers and distributors that make and ship products around the world. My clients have ranged from publicly traded Fortune 500 companies to privately held and/or family owned manufacturers. For those looking for my detailed law firm bio, click here.

I am often asked why I have focused a large part of my law practice on counseling manufacturers and distributors. As with most things in life, the answer to that question is tied back to experiences I had well before I became a lawyer. My grandfather spent over 30 years working at a steel mill (Detroit Steel Company), including several years in its maintenance department. One of my grandfather’s prime job duties was to make sure that the equipment being used was safe. In his later years, he would apply those lessons learned in every project we did together as he passed on to me his great respect and pride for the manufacturing industry.

Because of these experiences, I not only feel comfortable advising executives in a boardroom, but also can easily transition to the factory floor. My experience has involved a range of industries, including aerospace and defense, chemicals, energy, pharmaceuticals and life sciences, nutritional and dietary supplements, and retail and consumer products. While I have extensive experience in litigation (including product liability and class actions), I am extremely proactive about trying to keep my clients out of the courtroom if at all possible. Specifically, I have counseled manufacturers and distributors on issues such as product labeling and warranties, product recalls, workplace safety/OSHA, anti-trust, and vendor relations, among other things. I always look for the business-friendly solution to a problem that may face a manufacturer or distributor and I hope this blog will help advance those efforts.