CSC Entity Management Compliance Demo: New Feature Showcase

Disclaimer: Please be advised that this recorded webinar has been edited from its original format, which may have included a product demo. To set up a live demo or to request more information, please complete the form to the right. Or if you are currently not on CSC Global, there is a link to the website in the description of this video. Thank you.

Caitlin: Hello, everyone, and welcome to today's webinar, "CSC Entity Management Compliance Demo — New Feature Showcase." My name is Caitlin Alaburda, and I will be your moderator.

Joining us today is David Jefferis. David is a senior director of product management for global compliance and governance services at CSC in the Wilmington, Delaware headquarters. David is responsible for driving the strategic direction of CSC's compliance solutions. With CSC for over 15 years, he has significant experience providing training, implementation, and consolidative services to clients of CSC Entity Management. And with that, let's welcome David.

David: Thank you, Caitlin, and I want to say thank you to everyone in our audience today. We're so thrilled that you're joining us today to learn about Entity Management, our CSC solution and some of the latest capabilities in the platform. I'm really excited to take everyone through the content today.

So without further ado, we'll jump into the agenda, and we'll have a number of slides that'll kind of create a little bit of a foundation. And then really, for me, the exciting part is the live demo. That's where things really, for me, start to come to life.

But first we'll talk a little bit about CSC as an organization for those that might not be familiar. We'll talk about what is entity management. It's a bit of a broad term. It can mean different things to different people, so we'll want to make sure that we're effectively all on the same page in terms of what we mean when we talk about entity management. And then, again, we'll really get into some of the latest and greatest capabilities in the CSC Entity Management solution. I also can't resist talking a little bit about the roadmap. We're constantly working on new features, and the platform is always evolving. So I do like sharing kind of not just what we have now that's new, but kind of where we're also going in the near term as well. And so you'll see in the agenda that we have the intent to cover a lot of Q&A at the end, but as I think was just mentioned, there's a Q&A widget. So I will try to be as nimble as possible both presenting, demoing, and keeping an eye on some of that Q&A that might be coming in through the widget in the webinar console and trying to answer maybe some questions as we go throughout the presentation.

All right. So let's talk a little bit about CSC as a company. And so we often get folks that are using CSC for one of our services in these types of presentations, but also organizations that may be using competitors and aren't maybe intimately familiar with who CSC is as an organization. So a couple of just little quick facts about CSC and you're seeing some of those here on the screen. But we're a global organization headquartered in Wilmington, Delaware. We're privately held. We are able to trace our roots all the way back to 1899. So as an organization we've been around for over 120 years, which we're very proud of that. We are perhaps best known, sort of historically speaking, as being a registered agent. We are the largest registered agent by market share, the largest U.S.-owned registered agent, but as you'll see here on the slide, CSC is very much a global organization. And if you haven't attended a webinar in a little while, you might think, well, gosh this looks a little bit different in terms of the countries that are listed here.

And so in November of last year, CSC completed really what was the largest acquisition in the history of our organization, where we purchased an organization called the Intertrust Group, which is a leading provider of global services in terms of corporate secretarial and fund and asset management really around the globe. And so our international presence has really exploded by virtue of this acquisition, and the size really of the company has now doubled. And so you'll see some of the stats in terms of over 90% of the Fortune 500 utilize CSC for at least one of our services. As a combined organization, CSC and Intertrust, which are again now one company, have nearly 200 years of combined experience. So we're really excited. We're at the sort of moment in our company's history that is really just remarkable to be a part of to be candid. So we're really excited about the future for CSC as an organization.

So let's talk a little bit about entity management and let's start really by defining it. And so when I talk about entity management for the purposes of this presentation, really what I'm talking about are a couple of things. And so first I would say that entity management is a practice. It's a discipline which really revolves around keeping companies in compliance, in good standing, and so there's a lot that goes into that. And so if you have a portfolio where you have entities in various states or if you're a multinational where you've got entities that are doing business around the globe, you are probably already keenly aware of the fact that there's different regulations in different places, and so it adds complexity to the process of making sure that you're keeping your companies in compliance or in a term that we refer to as in good standing.

Beyond that sort of core element of entity management, there is a lot of tracking of information, directors and officers, and ownership records. And so there's a need to be able to have sort of structured access to this information so that if someone says, "Hey, I need a list of directors for this company," or, "When did Jane Doe retire," or, "Can we get a org chart because we're thinking about doing an acquisition or a divestiture," having that information sort of at the ready where again you're confident in the accuracy and the fairness of that information is also just sort of a part of that discipline or that practice of what we call entity management.

It is very often and most commonly the corporate legal department, if we're talking about a corporation, that sort of owns the bulk of that responsibility of maintaining the entity so to speak. But it's really, as you'll see here in that first kind of sentence, it's a multi-department discipline. Tax is involved, finance, treasury. So there are often stakeholders sort of spread across the organization that play a part, play a role. And so we do recognize that, again, this is not just necessarily a pure legal function, but extends into other parts of organizations as well.

Now I mentioned that entity management can be a couple of things. It's a discipline. It's a practice. But also when people talk about entity management and certainly for the bulk of our webinar today when we're talking about entity management, we're talking about software. And so entity management software is specially designed software or applications that really provide the ability to take on what is, in many cases, a very involved and complex task, the ability to keep record of all of your entities and where they're doing business and their statuses and when their annual filings are coming due and who are those directors and officers and how do companies come together from an ownership structural standpoint.

So there's a lot of functionality in these types of software programs that effectively allow corporate secretaries and folks in the legal operations world to kind of do their job of having transparency, visibility, and oversight in terms of keeping those companies in compliance. And so, again, we'll talk quite a bit about the CSC solution, but fundamentally entity management software is designed, very purpose-built for the function of keeping entities in compliance and keeping information, data documents, compliance events charts, etc. again kind of at your fingertips in an collaborative platform so that you can kind of do that essential function for your organization.

Now why do organizations implement entity management software? And to be fair, when we talk to prospects that are evaluating CSC Entity Management, probably about half the time or so roughly speaking, we're talking to folks that don't necessarily have an off-the-shelf, purpose-built entity management software application. They are doing things in what I would describe as kind of the old-fashioned way, where they're tracking information in spreadsheets and they're using programs like PowerPoint and Visio to manually create ownership structure charts. And they might be using shared drives as a best practice to kind of manage some of their entity documents. And so if you're in that boat, and I think we've got a poll question coming up in a moment to kind of figure out where folks in our audience are in that continuum, but if you're in the boat of not necessarily having an off-the-shelf, purpose-built entity management solution, you're certainly not alone.

And this slide really speaks to some of the key benefits of having an entity management solution. And so one of the immediate benefits is centralization, not having siloed information where it's difficult to kind of piece things together. Reporting, again it's sort of a second to last bullet and it might not jump off the page at you, but this is just an immediate advantage over having information that is sort of dispersed in different places, where you can effectively press a button and get a breakdown of ownership records and directors officers and registrations and upcoming compliance events. So there's just a tremendous benefit. And then fundamentally, from just sort of a more 30,000-foot view, it's having that it's a bit of a buzz term, it's almost I don't want to sound clichéd, but having a source of truth where if someone needs to know definitively when did we elect that individual or when was that capital issued, etc., you can go to the system, you can see the data, you've got the source documents that are also stored in the platform that fundamentally act as that source of truth for your legal entity information.

And so advanced solutions, and we're very much a believer that CSC Entity Management falls into the category being an advanced solution, it is more than just a repository. It is more than just kind of a place to store the data, a place to rely on the documents being there as well, but it goes beyond that. And so it gets into things like workflow. It gets into configurability. It gets into the ability also to integrate with third-party solutions. And so as we talk about some of the recent upgrades within CSC Entity Management, we're going to talk about some of the what I'll call pre-built integrations where you can actually, with very minimal effort, connect our Entity Management software with other types of solutions for things like electronic signing and for notifications around changes to directors and officers, which I'm excited to share as well. So again, more advanced solutions go beyond just that basic repository. They have other sort of flows and integrations that are built into the solutions as well.

So now we're going to switch gears and we're going to really start talking about CSC Entity Management, where we're really going to focus on our solution in the market. And so this slide really gets into at a high level I would say some of the main functional modules, but I don't want to gloss over the only sort of full sentence on this slide, which is that CSC Entity Management is completely integrated with CSC's compliance solutions. And so I do want to kind of harp on this a little bit.

So I mentioned earlier, when I was talking a bit about CSC as an organization, that we're perhaps best known as being a registered agent. We also offer global services around the world, including corporate secretarial services. And so when we're providing those types of services, whether it's something like registered agent or what we call GSM, that's Global Subsidiary Management, that's the name of our corporate secretarial offering, when we're providing those services, information automatically flows into our technology platform. And it's really core critical information about the companies that we have a compliance relationship with. It's things like the names of those entities, where they're formed, if they're also qualified in other states, for example if we're talking about U.S. entities, those states of qualification, the dates of authorization, when was it formed, when was it a qualified, statuses, when are annual filings coming due.

And then also notably, I think which is just as critical, is that if you ever engage CSC for a filing, if you say form this entity, dissolve that entity, let's do a qualification or a withdrawal or a name change or a merger, etc., anytime you engage CSC for filing, and this is a true statement anywhere around the globe, the results of that filing flow into the system automatically. So the data change flows in as does the supporting document. So to create a very just sort of simple but very common example, if you were to reach out and have CSC form an entity for you, again anywhere around the globe, the entity itself would flow automatically into our platform and the supporting document, we call it the evidence of the filing, in this case the formation document itself would automatically be connected to the entity in our platform.

But that is just the foundational baseline information that you have by virtue of engaging CSC as a compliance partner. The reason that organizations take that next step so to speak and subscribe to CSC Entity Management is because they want to go beyond those basics. They want to use that vetted foundation of data to do more, to create that central source of truth for all of their legal entity information.

So within CSC Entity Management, as is sort of bulleted here, you can track directors and officers. You can create online minute books and store an unlimited number of documents. We have a pre-built integration with DocuSign so that if you need to sign documents electronically, if we're talking about documents that can be signed electronically by virtue of what's allowed in that particular jurisdiction, there's an integrated capability to push documents out for signature through CSC Entity Management using a pre-built integration with workday. You can track all of your ownership records. From that you can build graphical and text-based org charts. You can track DBAs. If you are a publicly-traded company and are dealing with the what's known as Sector 16 or Sarbanes-Oxley, we have an integrated filer where you can submit filings Forms 3, 4, and 5 with the SEC's EDGAR database. We have a very robust reporting module, incredibly powerful compliance calendar features. We can create automated visibility for U.S. and non-U.S. entities in terms of when their next set of annual filings, like annual reports for example, are coming due. And then also, it's kind of the last bullet there on the right, it's one of our latest enhancements that we'll get into in some detail today, we also have a pre-built integration with the Workday HR System.

And so I'll kind of leave it there for now. I'm going to talk about it in much more detail. But again, this is just at a high level. There's even more that you can do. Some of some of the major functional modules of CSC Entity Management.

I'll mention it now in case I forget to mention it later when I get into the demo, it is a role and permission-based system, which is a bit of a fancy way of saying you can establish different levels of access for different types of users. So a lot of the folks that are joining us today, you might say, "Well, if I'm in the system and working on the platform, I need the ability to upload documents and edit director and officer records and modify ownership records, etc." Having said that, you certainly can establish users, colleagues, or trusted third parties where you might give them a more limited experience purposefully in the system in terms of what they're able to do. Maybe they can only view directors and officers, they can only view ownership, and maybe they can't even see some of the more sensitive documents that you might upload into the minute books area. So there's a very granular, incredibly granular degree of control to make sure that as people are working in the system they're only able to see and do the types of things that fundamentally you feel are appropriate for them to do in the application right down to the entity level. So if you have a large portfolio of companies, you can even restrict individuals to only see a smaller subset of entities if that is again what you deem appropriate as far as what their experience should be in the solution.

So that's a bit about the platform itself and some of the major features and benefits of the application. But what makes CSC Entity Management different? So for those that are using a competitor or those that don't have a system and maybe you're kind of looking around and shopping a bit so to speak for an entity solution, how is your platform different than maybe some of your main competitors in the market?

And so we feel there are a number of advantages, a number of differences, and again I've already talked about the first one, so I don't want to necessarily beat it into the ground. But fundamentally CSC Entity Management is not a standalone piece of technology where you've got to manually enter every single piece of data or every single piece of document. It is dynamically updating based on work that we perform for you when we're also acting as a compliance partner, whether that's again registered agent here in the U.S. or maybe acting as a corporate secretarial partner globally through our service that we call Global Subsidiary Management.

It's also a very intuitive solution. And every time I hear this it just warms my heart. From a product development standpoint, it's relatively easy to build something that's hard to use or difficult. It's actually very difficult and it takes a lot of blood, sweat, and tears to build something that fundamentally is something that a user can use and it's not cumbersome or clunky. It's something that again not only a power user can make sense of very quickly, but maybe more casual users that are in the system less often and just need to look at information, it's also very logically organized for them to be able to work in the system as well. So that's sort of our I would almost call that a North Star of ours from a design perspective is to make sure that as we add more and more features, which we do about three to four times a year, that we're making sure that we're not overcomplicating anything necessarily in the technology.

I alluded to this briefly I think on the last slide, but I wanted to call it out here. It's the automation of U.S. and global annual compliance events. And so this is something that we're very, very proud of. And so within CSC Entity Management, I'm excited to get into the demo in just a little bit, we have a calendar that is backed by what what's known as a knowledge base. So there's a knowledge base that understands that, for example, in Delaware, if it's an LLC, the annual report is due this time of year. If it's a company in Singapore and it's publicly traded, the annual compliance event and the financial statement filing are due at this time of year. So all of that knowledge across 140 plus jurisdictions is built into the technology. And then there's also what's known as a rules engine, which is going to take a look at your actual set of companies that you're tracking in the system and create calendar events for you automatically, for U.S. companies and for global entities if we're providing that global CoSec service.

And so just to drive that home, if you don't have any entities let's say in Nevada, it's not going to tell you when annual reports are due there because that really wouldn't be helpful. That would just create a lot of noise in the system. It's very specific to where you have entities, where you're registered, and it automatically in an ongoing fashion creates visibility to when they have those annual compliance obligations. And as we talked about before, there's a lot to the discipline and the practice of entity management, but at its core, at its heart it's about maintaining that good standing compliance. And so it's an incredibly secure solution.

And also that second to last sort of main bullet talks about the flat annual fee inclusions, and this is where we also think we're a bit different. It's a very all-encompassing subscription. So there are some competitors in the space where, depending on the features that you're interested in, there might be different like sort of levels of their solution that you have to buy into, that become more and more expensive. You may or may not get all the upgrades that they provide. They might want to charge you for users. And so again, our go-to-market strategy is actually very simple for folks to digest. For the annual subscription fee, you have as many users as needed. You get all the system capabilities. You get all the enhancements. You get unlimited training. So it's a very easy to understand sort of total cost of ownership with our technology.

And then the last bullet is also really critical. As we know, technology is evolving at sort of like a warp speed at this point in time, and so it doesn't make sense to subscribe to a technology and kind of invest in a technology that is going to become stagnant. And so what we've done for many, many years, we've had a sustained commitment from the highest levels of our company to evolve this technology, which we've done quite a bit. So on average, we have about three to four major upgrades per year in CSC Entity Management. That said, we've actually already had four this year alone, and we have a line of sight to potentially have another three or four upgrades this year before the year is finished. So we are very busy. We're in the laboratory, as I like to say, building out capabilities in the technology.

So I just saw the first question come through, so I wanted to address that now. There's a question about what is the annual fee per entity. It's a really good question. So when we talk about the pricing for CSC Entity Management, what we actually do is we look at the total volume of entities that you're managing in the system. And so we have sort of a guideline. So 1 to 50 entities would be sort of our introductory pricing tier, 51 to 100 entities is the second tier, 101 to 300 entities is the third tier, and so on and so forth. And so what we do is we look at that rough volume of entities and say here's what we feel is a fair annual subscription fee.

And so there's not necessarily a per-entity fee, but the total volume of entities is going to act as a bit of a guide for us to put forward what we feel is a fair annual subscription fee. But as you're seeing here on the slide, that gets you unlimited users, data document storage, all the system features, all the enhancements, all the online training that you could possibly need throughout the relationship of your use of the platform. I do want to be clear about that. So that isn't just sort of upfront training, but it's ongoing training. And so we have clients that have used this platform for years and years, in some cases over a decade, and obviously folks retire, folks come into the organization that are new, and so we're very happy to make sure that all of your relevant stakeholders are comfortable with how to use the application. So there's never a fee for that initial and then also ongoing training.

So I'm going on a little bit about some of the great things about the technology, but this slide is meant to, without sort of being overboard hopefully, provide a little bit of kind of third-party validation for the platform that we're about to do a demo of in just a few minutes. And so some industry awards, so these are not awards that you can purchase. These are awards where we've been recognized by virtue of polls and reader surveys and things of that nature.

One of the ones that I'm most proud of is the CLOC and ACC did a State of the Union just two years ago to ask it was I think 200 legal departments in over 20 countries basically what they're using for technology. What do you use for electronic signatures? What do you use for contract management or electronic billing, etc.? And one of the questions was what do you use for compliance and entity management, and CSC was actually the most cited provider in that survey. So very proud.

And I don't know that I noted this earlier. I think I talked on the slide that over 90% of the Fortune or 500 utilize CSC for at least one of our services. But specifically as it relates to CSC Entity Management, the application that's the focal point of this webinar, over 20% of the Fortune 500 utilize our Entity Management solution, which we're very, very proud of.

And so here's a question that came. It says, "CSC is our registered agent in around 40 states as well as handling our annual report filings. Don't we already use the system and pay for it?" So it's a good question. So that came in from Donald.

So there are organizations that will engage us for registered agent and annual reports, where we're handling those ongoing compliance filings. You may or may not also have a subscription to CSC Entity Management. I'd have to look at your account to know for sure. But it is an additional subscription beyond the registered agent service, beyond the annual report service. And the key benefits there would be the ability to track ownership and build org charts, the ability to create custom fields, the ability to do a number of things that go beyond just the access that you have with us acting as agent and having annual reports.

And so with that, I'm anxious to kind of move forward in the slide content. I also want to try to keep an eye on some of the questions as well because I do want to get to the demo, which is I think where things really start to kind of come together and there's nothing like seeing it in action so to speak.

So this slide talks about the upgrades that we've made in the past five and a half years. And this used to be a linear, straight line slide, but at some point we had to turn it into this sort of serpentine of sorts, where if you follow the numbers, it's actually a linear description of all the upgrades that we've made in the past five and a half years.

I really want to focus, for the purposes of today, on the enhancements that we've made this year alone. So that really starts with number 18, which is the international date format. I've got slides on these in a moment, so I won't belabor them. But we'll talk about what we call merger history workflow, the Workday integration, and individual documents. Again I've got slides, and we'll even see this in the live demo as well.

So let's talk about the international date format. So what we found is that we have a ton of organizations that are not just multinationals where they've got entities around the world. That's a very common thing for us to have in terms of a type of user. But we have clients that have users that are actually situated around the world as well. And so I'm guilty of sometimes having a U.S. point of view, and so for me month-day-year is how I look at dates. That's how I think of dates. But we're actually unique in that regard here in the States.

And so the upgrade that we went live with earlier this year allows each individual user to determine what is the most logical way to look at dates in the system. So it becomes an individual user preference. So whether that's like me, month-day-year, day-month-year, or year-month-day, and then there's all these different they're called delimiters. So how do you want to kind of break up the month-day-year or year-month-day? Is it with a slash, a dash, a dot, a space? And so we we've actually been tracking the metrics on this, and this has actually been a really popular upgrade in the technology where people around the world do want to look at dates differently than folks here in the States, and so we're really excited to give you that more just sort of natural way of looking at information if you're someone that's accessing the platform somewhere outside of the States, which we have just an unbelievable number of users that are accessing the platform outside of the United States. So that's a little bit about the international date format support, which again it's an individual preference. So each person, even if they're accessing the same account, working for the same organization, can determine what is the most natural way for them to look at dates within the technology.

So merger history workflow, so this is a common transaction where an organization would reach out to CSC and say, "I want you to merge Entity B into Company A. A is the survivor. B is the non-survivor." We handle that merger filing. We mark Entity B as inactive. We take that evidence document that we talked about that gets created by virtue of that transaction, we tie that document to the entity. And those are transactions we do day in and day out.

But our Entity Management clients were clear that they wanted to sort of take it a step further and create more obvious linkages between those merged companies in our technology. And then there's often cleanup that needs to occur as well, where that non-survivor, going back to that very simple example of B merging out of existence into Company A, it might have had directors and officers that you want to archive. Maybe it actually owned other subsidiaries that now need a new owner in the technology. So this is something that I'd like to show a bit in the demo, but it's all a series of workflow tools to help you actually complete the kind of the record-keeping related to different mergers that might happen within your entity portfolio.

Now let's talk about we have two upgrades that just went live a month ago that I'm incredibly excited about. This one that we'll talk about is what we call our Workday integration. So for those that are unfamiliar, Workday is one of the leading, if not the leading, HR applications in the world. You'll also sometimes hear the term human capital management. That and HR are sometimes somewhat synonymous. It's a solution that organizations adopt to keep track of all of their employees. It's also where they would likely handle things like payroll and those types of things.

And fundamentally, in CSC Entity Management, there's a lot of features, right? We had a slide where we talked about some of the main components of the platform. The Officer and Director Module is by far one of the most utilized parts of the technology, where organizations are tracking for Company A, who are my directors and officers? And I say directors and officers. It could also be members, managers, partners, powers of attorney. It's any sort of key appointments that are worth tracking or needed to be tracked within the system for those entities.

And so when something changes to an officer or director, a lot of times the HR system is actually the first system that's going to be aware of it because they've plugged it in. It's got an effective date where someone is retiring or maybe they're resigning or maybe they've been married or divorced and they've got a name change of some type. And so what we found is that the HR system is kind of the source of truth for employee records. And so what we're able to do here is again a pre-built integration, where if Workday is the system that you use for your HR human capital management and if you're using CSC Entity Management, we have an ability to, in a very secure manner, connect these two things together so that if something changes to an employee who is being tracked as an officer or director in Entity Management, you can get an email notification, you can get an in-application alert that says, "Did you know . . ." For example, Bob Smith has a title change or a status change. Maybe he's retiring. And so instead of finding out about it maybe weeks or months later, you're going to find out about it very much in real time via alerting. And then the relevance, of course, is that these are people that need to get included in annual ports around the world, and you don't want to have to redo filings and things of that nature or be out of sync with registrars around the globe.

So this is a really powerful pre-built integration, where it's just all about improved transparency to changes to directors and officers that would necessitate updates within CSC Entity Management. So we'll look to show you some PowerPoint shots of that, and then a little bit of that I can demo in my demonstration account in just a moment.

And then also kind of back-to-back upgrades that we did last month, what we're calling individual documents. So since the inception of our Entity Management platform, which has been around now for over 10 years, we've always had the ability to tie documents to entities, right? So I'm going to tie the formation document to the entity, or I'm going to tie this consent to a minute book and associate that document with the entity, which you absolutely still have the ability to do in unlimited fashion.

But one of the things that we heard with some regularity from our customers and prospects is that we also have documents that aren't necessarily about the entity, they're really more about the person that again we're tracking in that officer and director section. Maybe it's a driver's license number or a passport number. Or maybe we're going through a know your client or know your customer due diligence process and I need to prove residency for this individual. So I need maybe it's a bank statement or a mortgage statement or a utility bill. And so a lot of those documents aren't really about an entity. They're much more about the person that you're tracking in the system. So the upgrade that we did last month now has the ability to actually tie documents not just to entities but also directly to individuals within the officer and director section as well.