Are you already prepared for the UBO register?

In implementation of the fourth European Money Laundering Directive, the UBO register was introduced in Belgium by the Anti Money Laundering Act of 18 September 2017. A Royal Decree of 30 July 2018 has now laid down the implementation modalities.

What is it about?

The UBO register (register of 'Ultimate Beneficial Owners') must allow the identification of the final beneficiaries of:
- Companies
- (international) non-profit organizations and foundations
- Trusts, fiduciaries or similar legal entities.
In this contribution we restrict ourselves to what is important for companies.

Which companies?

ALL companies incorporated in Belgium are liable to the information obligation, irrespective of their size and irrespective of whether or not they have legal personality. Within the company, it is then up to the directors to execute the obligation.

Who is the ultimate beneficial owner of a company?

The beneficial owner is always a natural person. In the first instance, one looks at the voting rights (control) or the ownership.  Any natural person who directly or indirectly owns more than 25% of the voting rights or of the shares shall be deemed to be the beneficial owner. 

Then the control by other means such as for example a shareholders' agreement, is looked at.

Finally one arrives at the managers of the company (directors).

Which information must be communicated?

Besides the full identity details of the beneficial owner, a number of other data must also be provided, f.e. the percentage of share ownership, date from when he became the beneficial owner, category to which he belongs, ....

How this must be done?

The data must be provided online via MyMinFin.

By when this must be done?

Although it was originally foreseen that the data must be communicated before 30 November 2018, meanwhile an extention has been granted until March 31, 2019. Afterwards, every change must be reported within one month.

Sanction

If the obligation to provide information is not met, the company risks a fine of EUR 250 to EUR 50.000.

How to prepare?

Although the Royal Decree will only enter into force on October 31, 2018, you can already be prepared by:
- Making sure there is a legal representative with an e-ID or an authorized proxyholder who can enter the information on MyMinFin on behalf of the company.
- Determining to which category your beneficial owners belong.
- Collecting all necessary information as well as documentary evidence that the information is adequate, accurate and up-to-date.
- Ensuring procedures within the company to pass on any change in the communicated information within the month to the UBO register.

Who has access to the data in the UBO register?

Besides the competent services, also every private person has access to the register without having to prove a legitimate interest. The search can however only be made on the basis of a company's name or company number and not on the basis of the name of the ultimate beneficial owner.  For privacy reasons, certain personal information will not be available.