We previously featured a blog post on the requirement for all corporate and legal entities to hold adequate, accurate and current information on their beneficial owner(s) in their own internal register since 15 November 2016. The Department of Finance has advised that the much anticipated new statutory instrument as required by the 4th Anti-Money Laundering Directive dealing with a centralised register of corporate beneficial ownership is expected to be introduced in the coming months. This statutory instrument will assign separate and distinct legal responsibility to the Registrar of Companies for the formation and maintenance of the central register of beneficial ownership of both industrial and provident societies and corporations.
Once the statutory instrument is passed it is expected that there will be an extended time frame for companies and industrial & provident societies to file their information without being in breach of their statutory duty to file. It is expected that filing will involve entering the details of each beneficial owner through a new online portal. It will not be possible to file beneficial ownership data on any existing CRO form.
The information to be filed with the central register in respect of each beneficial owner, who must be a natural person and is expected to include the following:
- forename and surname
- date of birth
- residential address
- a statement of the nature of the interest held by each beneficial owner, for example, controlling shareholder
- a statement of the extent of the interest held by each beneficial owner, for example, controller of 50% of shares in the company
- date on which each natural person was entered in the company’s own register as a beneficial owner of the company; and
- date on which each natural person ceased to be a beneficial owner.
- If no individuals are identified as 'ultimate beneficial owners' they shall be entered in the register with the names of the individuals who hold the position(s) of senior managing official(s)
Until the statutory instrument is passed, the above information is subject to change.
- What's In The EU's Fifth Money Laundering Directive?
- The EU AML: Beneficial Ownership of Corporate Entities Regulations 2016 - An Overview
- Trust Beneficial Owners Registers - UK
- Nowhere To Hide? The International Push For Corporate Transparency
When the central register has been established, it must be accessible by the following:-
- Competent authorities and financial intelligence units
- Entities required to carry out customer due diligence
- Others who can demonstrate a “legitimate interest” in the information.
It is not yet clear whether the public will be granted access to the central register.
The Department of Finance has indicated that legal and technical work to launch this register has progressed to an advanced stage and is currently on track to have the beneficial ownership elements of the 4th Directive transposed soon. As soon as this occurs the Registrar will launch an information campaign providing more definite information to companies and industrial & provident.
We will be contacting all our clients in relation to their obligations under the new regulations. if you have not already taken steps to establish and maintain information on the beneficial owners of your company, you should do so now in anticipation of a likely 2018 year end filing deadline.