UBO Register: upcoming local requirements in Europe
Article

UBO Register: upcoming local requirements in Europe

24 November 2017

In a global effort to increase financial and business transparency, a growing number of governments across the world require entities to disclose information about their Ultimate Beneficial Owners (UBOs). Here is an overview of the upcoming deadlines and requirements.

The 4th Anti-Money Laundering (AML) Directive, requires European Union member states to maintain a central UBO register that includes information on the UBOs for all entities in these member states. Comparable initiatives outside of the EU are the Register of Registrable Controllers in Singapore, the UBO Register in the Cayman Islands or UBO Database (BOSS) in the British Virgin Islands.

Many jurisdictions also require entities to maintain their own UBO register in addition to Know Your Customer compliance and AML regulation requirements that may already be in place. This requirement, however, does not cancel the obligation to maintain accurate registration of UBO in the central UBO register.

Following is an overview of upcoming deadlines and requirements for the remainder of 2017 and through the first quarter of 2018. This is based on the information available at the time of publication of this article.

Denmark

Initial UBO registration deadline: 1 December 2017

Information to be registered includes, among others:

  • For Danish nationals and legal entities: name, address and CPR-No (identification number)
  • For non-Danish nationals: name, address and passport number/personal identification card number or similar, that grants access to a Schengen country, date of birth and citizenship
  • Documentation for such information (eg. passport copy) must be submitted
  • For non-Danish legal entities: name, address and documentation to the effect that it is legally established in its country of domicile (documentation cannot be more than three months old) as well as information about any tax registration number
  • The total ownership of shares and voting rights and/or other rights
  • Effective date that the UBO became a UBO
  • Indirect ownership must be included in the registration

If no UBOs can be identified the management must be registered as the UBO(s).

Format: The UBO information must be filed electronically with the Danish Business Authority. There is a specific online registration system set up for this purpose.

Penalties: Non-compliance with the registration requirement is subject to fines. The level of fines has yet to be established.

Latvia

Initial UBO registration deadline: 31 December 2017 (draft bill)

Information to be registered includes, among others:

  • Full name
  • Personal identity number
  • Date, month and year of birth (N/A, if UBO has a Latvian personal identity number)
  • Nationality
  • Country of residence

Information regarding the control exercised by the UBO over the company or legal entity, including information concerning persons through which the control is exercised:

  • For natural persons - full name; personal identity number or date month and year of birth
  • For legal entities - corporate name; registration number and registered address

Format: The UBO information shall be filed with the Enterprise Register of the Republic of Latvia. Applications can be submitted electronically and in writing.

Penalties: Fines up to €430 for a first offence, and €700 for recommitted violations.

Czech Republic

Initial UBO registration deadline: 1 January 2018 for legal entities registered in the Commercial Register.

Information to be registered includes, among others:

  • Name and permanent address, or a place of residency
  • Date of birth and birth number (if relevant)
  • Citizenship
  • Information regarding voting rights of the UBO.

Format: Information must be filed with the competent court maintaining the public register by way of a specific form in the Czech language. The signature on the form must be verified by a notary or other official authority, whilst electronic submissions require an electronic signature.

Penalties: potential non-compliance with the Czech AML act, and disqualification from public tender possibilities.

Slovenia

Initial UBO registration deadline: 19 November 2017 (grace period until 19 January 2018)

Information to be registered includes, among others:

  • Full name
  • Address
  • Date of birth
  • Tax number
  • Citizenship
  • Information regarding the control exercised by the UBO over the company or legal entity.
  • Effective date that the UBO became or ceased to be a UBO.

Format: UBO information needs to be filed with the Agency of the Republic of Slovenia for Public Legal Records and Related Services (AJPES) through an online portal. It is expected that an electronic certificate and power of attorney will be required for any mutation to the UBO register.

Penalties: Entities can receive fines of between €6,000 and €60,000 for non-compliance with the requirement to register correct information within eight days following entry into the commercial register or tax register, or within eight days once a change occurs. The responsible person of the company may be imposed with a fine of between €400 and €2,000.

Related: What next for global compliance? Our world-class compliance professionals look at the importance of improving compliance performance.

Sweden

First filing deadline: 1 February 2018

Information to be registered includes, among others:

  • Full name
  • Personal identification number (or alternatively date of birth)
  • Citizenship and country of residence
  • Information regarding the control exercised by the UBO over the company or legal entity
  • If the UBO owns or controls the company or association through other companies, the application for registration must contain information about name and, where applicable, company registration number of all intermediate legal entities, trusts or similar associations
  • If it is not possible to identify a UBO, this must be stated in the application for registration.

Format: UBO information shall be registered with the SCRO through an electronic portal and must be signed with electronic identification such as Mobile BankID.

Penalties: Fines can be imposed on the entity and/or an individual representing the entity. The amount is determined on a case-by-case basis, considering the financial condition of the entity.

France

Initial UBO registration deadline: 1 April 2018 for companies or legal entities already registered before 1 August 2017.

Information to be registered includes, among others:

  • Entity’s legal and commercial name
  • Entity’s legal form
  • Entity’s registered office
  • Entity’s identification number together with the trade and company register (RCS) of the city where the company or legal entity is registered
  • UBO’s full name
  • UBO’s date and place of birth
  • UBO’s nationality
  • UBO’s personal address
  • Information regarding the control exercised by the UBO over the company or legal entity
  • Effective date that the UBO became a UBO.

Format: UBO information shall be filed with the clerk of the commercial court where the company or legal entity is registered, as a document which shall be annexed to the trade and companies register.

Penalties: Potential consequences for filing inaccurate or incomplete information is punishable with six months of imprisonment and a fine of €7,500. In addition, individuals may also be banned from directing, managing or administering a business and be deprived of their civil and civic rights. Entities could face a range of consequences, including forced dissolution and judicial surveillance.

Talk to us

TMF Group is monitoring the regulatory developments and will be able to assist companies and legal entities with their compliance requirements.  Learn about our Ultimate Beneficial Owner registration services.

Interested in finding out more? Make an enquiry with us today.

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