Register of Beneficial Owners- deadlines for complying with the Regulations is the
22nd November 2019
From 15th November 2016 Irish registered companies (with some minor exceptions) will be required to maintain an internal register of beneficial owners.
A beneficial owner is defined as a “natural person who ultimately owns or controls directly or indirectly a legal entity”
The following information should be recorded internally by each company on their ultimate Register of Beneficial Owners:
– Full name, address, date of birth and nationality
– Statement of the nature and extent of the interest held by each beneficial owner
– Date on which the individuals entered into the Register of Beneficial Owners
– The date on which a person ceased to be a beneficial owner
– If no beneficial owner can be identified the Company must then enter the names of its senior managing officials i.e. Directors or Chief Executive
– PPS number for each UBO must be obtained for onward transmission to the CRBO (Central Register Beneficial Owners) but are not retained in the internal register.
– The Company needs to record changes and beneficial owner details and deliver those details to the Central Register when they occur within a fourteen day period. This is particularly important for the transfer of shares, purchase of shares, redemption of shares, or allotment of shares.
In cases where the beneficial owners are not the direct legal owners there is an obligation on the Company to send a Regulation 7 Notice to each person it believes to be a beneficial owner which sets out all of the particulars which the Company already holds for that individual and ask them to confirm the contents. There is an obligation on the individual to respond within one month confirming or correcting the details and providing any missing information. Please note the Company may also send a Regulation 9 Notice to any third party (such as professional advisor) who it reasonably believes or knows the identity of any beneficial owner and any such third parties have the option to decline replying on the basis of having legal privilege.
It will be the Registrar of Companies that will maintain the Central Register of Beneficial Ownership of Companies which will be maintained completely separate from the Register of Companies
The deadlines for complying with the Regulations is the 22nd November 2019 in order to submit any beneficial ownership information to the Central Registrar. Any future entities incorporated after that date will have five months from the date of incorporation to make the required filings.
The public will have access to the following information for each ultimate beneficial owner:
(a) Name
(b) Month and year of birth (NB Not the day)
(c) Country of residence
(d) Nationality
(e) Statement of the nature and extent of the interest held by the beneficial owner
Penalties
The Company, beneficial owner or third party that it is believes to have information regarding beneficial ownership that fails to comply with the Regulations in relation to an internal register of beneficial owners shall be liable on summary conviction to a Class A Fine (not exceeding €5,000.00) or when conviction is on an indictment to a fine of up to €500,000.00 and possibly a jail term of up to twelve months
