After years of controversy, discussion and refinement, the government announced that the UBO registry, which should work for three years already, will be launched at the end of September.
As promised by the government, the register will begin work on September 27. The registry was originally slated to launch on January 10th. This was thwarted by protracted controversies in parliament, whose members questioned the security of the registry database. As a result, the bill was approved only on June 23rd.
Meanwhile, the European Commission has already filed a case against the Netherlands in the European Court of Justice because the fourth anti-money laundering directive was not fully transposed into national law in time. All EU Member States were required to comply with the rules of the 4th Anti-Money Laundering Directive by 26 June 2017. The Netherlands is not the only country against which the committee is taking action; Austria and Belgium are in the same situation.
What is UBO?
UBO stands for Ultimate Beneficial Owner. This is the person who ultimately owns or controls a company, foundation or association.
For example, for BV or NV:
- persons with more than 25 percent of shares;
- persons with more than 25 percent of voting rights;
- persons who actually control the company.
What is the UBO Registry?
The Ultimate Beneficial Owner Register (UBO) is a public database that contains information on individuals who are the ultimate beneficiaries of legal entities registered in the Netherlands. In accordance with the 4th Anti-Money Laundering Directive (EU / 2015/849), such registries must necessarily function in all EU member states from 2017. The main purpose of the UBO registry is to combat money laundering, corruption, fraud and terrorist financing.
The Dutch register UBO will become part of the commercial register. Some of the registry data will be public, which will allow companies to make informed decisions when choosing counterparties.
Companies that were registered before the effective date of the law will be required to provide information about their real owners within 18 months.
All new legal entities must submit data to the UBO registry from the date of registration. If the company is not registered, it can lead to fines or imprisonment of the head of the company.
Who will be affected by the new regulation?
The introduction of the register provides that the ultimate beneficiaries must be disclosed:
- legal entities registered in accordance with the laws of the Netherlands: companies, foundations, associations, cooperatives and mutual insurance associations;
- partnerships created in accordance with Dutch law;
Publicly traded companies are exempt from this obligation, subject to compliance with disclosure standards.
Sole proprietors, homeowners associations and historical societies do not need to register.
What data will be included in the UBO registry?
The open part of the information on the ultimate beneficiaries will include:
- Name and surname of the beneficiary
- Month and year of his birth
- Nationality
- Country of Residence
- The size and nature of economic interests in the company
This information will be available to everyone after registration and payment (2,5 euros for an extract).
Non-public information about the ultimate beneficiaries will include:
- Date of birth
- Taxpayer identification number
- Country and city of birth
- Home address
- Copy of ID
- Copy of documents confirming the size and nature of economic interests in the company.
This information will only be available to the competent authorities and the financial monitoring service.
What to do?
If you are related to legal entities registered in the Netherlands, and you are not going to advertise it, it's time to think about changing the composition of shareholders. If you are just planning to open a company in the Netherlands, be prepared that the data on the ultimate beneficiaries will need to be submitted immediately after its registration. Therefore, think in advance about the composition of shareholders.
If you have any further questions, write to us, we will help.
Publication date: 23.07.2020/XNUMX/XNUMX
