Due to recent amendments of Law on the Prevention of Money Laundering and Terrorism Financing (AML Law) that came in to force on 9 November 2017, most of the legal entities (including private limited liability companies (SIA-type) and public limited liability companies (AS-type)) as of 1 December 2017 were required to start filing information regarding their ultimate beneficial owners (UBO) to the Company Register. As of 1 April 2018, information regarding UBO of the company is public.
AML Law defines the UBO as an individual who is the owner of a legal entity or who controls the legal entity, or in whose name and interests business relationships are established or occasional transactions are conducted.
In more details, in the case of legal persons, the UBO is a natural person who holds, directly or indirectly, more than 25% of the shares in a legal person or voting shares or directly or indirectly controls it. In the case of legal formations, UBO is a natural person who owns or in whose interest’s legal establishment has been established or is acting on behalf of, or who directly or indirectly exercises control over it, including if he is a founder, trustee or supervisor (manager) of such formation [VD1] . If company’s sole or majority shareholder (over 25%) is a legal person, then UBO will be a natural person within the shareholder’s legal entity who conforms with the aforementioned criteria for the UBO.
It is requested to disclose such information as name and surname, identity, nationality, country of usual residence and the type of control over the legal entity of the UBO.
New filing of information regarding the UBO is not required if such information has been filed in the past and the way in which the control over the legal entity is exercised stems from the status of participant, member, owner, founder or member of the management board of the legal entity. As well as in case the UBO is a shareholder in a public limited company, which shares are listed on the regulated market and the way in which the control over the legal entity is exercised results only from the status of the shareholder.
Companies shall be aware that even when registering changes in the management board, information regarding management board members or their representation rights, as well as changes is the shareholders register, it is a mandatory requirement to file information regarding the UBO at the same time.