New reporting obligations require you to register details relating to the ultimate beneficial owners (“UBO”) of your company with the Companies Registration Office (“CRO”). This is a new requirement and is separate from the normal annual returns which are filed with the CRO.
In accordance with the EU’s Fourth Anti-Money Laundering Directive (“4AMLD”) the Department of Finance released Regulations earlier this year requiring the setup of the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (“RBO”). The CRO has been appointed as the statutory body in Ireland responsible for the establishment and maintenance of the RBO.
The regulations allow members of the public to have access to certain information contained on the RBO, this will include; the name, nationality and month and year of birth of beneficial owners. It should be noted that the public will not have access to additional information such as the residential address of the beneficial owner, which is available only to the competent authorities.
A website, https://rbo.gov.ie/ has been launched which provides full information about the RBO. All companies formed and registered under the Companies Act 2014 or an existing company within the meaning of that Act, and industrial and provident societies registered under the Industrial and Provident Societies Acts 1893 to 2018, have to register their beneficial owners by 22 November 2019 at the latest. Entities are also obliged to keep the beneficial ownership information up to date with the RBO at all times.
The beneficial ownership information that is required to be delivered to the CRO is as follows:
- the name, date of birth, nationality and residential address of each beneficial owner;
- the nature and extent of the interest held or control exercised by each beneficial owner;
- the name and registered number of the company; and
- the PPS number of each beneficial owner who has one.
Who is a Beneficial Owner
The definition of a beneficial owner is a natural person who directly or indirectly owns or controls more than 25% of the company through shares, voting rights or other means.
Under the new Regulations, in addition to a fine not exceeding €5,000 on a summary conviction, a company can be liable on conviction on indictment to a fine not exceeding €500,000 for breach of the following obligations:
- To take all reasonable steps to obtain and hold adequate, accurate and current information about a company’s beneficial owners;
- To keep and maintain a Beneficial Ownership Register;
- To deliver beneficial ownership information in to the CRO before the deadline; and
- To ensure that the beneficial ownership information in the Beneficial Ownership Register and the Central Register is kept up-to-date and aligned.
How WENTWORTH can help
WENTWORTH can assist you with complying with the new Regulations and registering the requested information with the CRO on your behalf.
We have setup a RBO-team, who will be responsible for the registration on behalf of our clients. We would be delighted to discuss any queries you may have in relation to the RBO and your obligations, just give us a call to arrange a meeting with a member of our RBO-team.