Foreward by Andrew Chilvers
When the 5th Anti-Money Laundering Directive was introduced into law by the UK and EU in January 2020, for many professionals it was a much needed addition to legislation that would significantly help business transparency and combat money laundering. In essence, it was good for business and for public and professional confidence.
All jurisdictions signing up to the 5th Directive will build and maintain UBO registries that will be publicly available at any time. UBO registries will also be set up for bank accounts and trusts, although these latter two will not be publicly available but be accessed by the relevant authority such as financial intelligence units and legal advisors looking into money laundering. Investigative journalists who can show a legitimate interest in the case can also have access, which is vital if another Panama Papers (see below) is to be uncovered. Across the UK and EU national UBO registers will be set to connect through a central European platform by April 2021.
Please provide a brief overview of the UBO Register in your jurisdiction and its history?
he Register of Beneficial Ownership of Companies and Industrial and Provident Societies opened in Ireland on the 29th of July 2019. Existing companies had a filing deadline of the 22nd of November 2019 to file their Beneficial Ownership details and the latest statistics indicate a compliance rate of approx. 75% to date. Newly formed companies have five months from the time of incorporation to update the register. The register is fully accessible to the general public.
How can your firm ensure your clients are fully compliant with the new / existing requirements?
For Beneficial Owners who hold an Irish PPS (social security) number in Ireland, the registry submission is updated with this and other personal details such as name, residential address, date of birth, nationality, percentage of controlling interest in the company and the nature of the interest held. Upon completion of each submission and once the submission is verified, a registered email notification will be received to each company.
For Beneficial Owners of an Irish incorporated company that does not have a PPS number the company return must be submitted along with a BEN 2 form. This form is required to be completed by a local notary in their country of residence and the submission is carried out in a two stage process. The first part involves the uploading of the completed BEN 2 form which will then generate a specific number that can be used for the Beneficial Owner in place of the PPS number. The form is verified against the company incorporation submission and once details match a RBO number is issued to allow you proceed to step two.
What changes can we expect to see emerging, are any new proposals expected?
Perhaps the day will come where the beneficial ownership registries will be joined up across the world to facilitate one database for an entire world search. Also, AML compliance may change in the future whereby the onus on policing could be switched from the professions to government bodies. This could include the imposition of new measures with company incorporation processes, which would be linked to the identification and verification of the Beneficial Owners at the pre incorporation stage.
What other information might be relevant?
A Beneficial Owner is defined as any natural person(s) who ultimately owns or controls a legal entity, either through direct or indirect ownership, of more than 25% of the entities shares, voting rights or control via other means. Therefore, if less than a 25% interest then at present no disclosure is required.
If, after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified as a beneficial owner, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of Senior Managing Official(s) shall be recorded on the RBO as the beneficial owner. Entities would be expected to keep a record of the actions taken to identify their beneficial owners.
