Register of Beneficial Owners

Over the last years, the EU has been determined in creating a register of Ultimate Beneficial Owners (UBOs).

Registration of new companies as from 1st January 2018

When incorporating new companies, additional corporate form/s are to be submitted and signed off by the Director/s, however there are exemptions as to when such additional corporate forms may not be required, which are if the company is/has:

  1.  Listed on the regulated market; or
  2. All natural persons are the registered shareholders.

The register shall apply to beneficial owner/s including any natural person/s who:  

  • ultimately own or control, whether through direct or indirect ownership or control, including where applicable, through bearer share holdings, more than 25% of the shares or voting rights in that company; or
  • otherwise exercise control over the management of that company.

For companies already incorporated, there is a 6-month time frame from date of coming into force of the regulations to bring the companies in line with the requirements established/required by law, unless exempt from filing.

The additional corporate form/s shall be standard for any and all share transfers, increase, reduction of share capital, change in voting rights, or restructuring, which indicate a change in the beneficial owner, if any. The aforementioned transactions shall not be processed without the complete documentation.

Failing to comply with the above, penalties may be incurred until such time as the company becomes compliant with the new regulation.

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