Ultimate beneficial owner (UBO) register applicable to companies and associations (January, 2019)

Time to register until 30 march 2019

The Registry of Ultimate Beneficial Owners (UBO) became operational in October 2018. It creation  is the result of the Act of 18 September 2017 transposing the European Directive 2015/849 that obliges all European Member States to create a national UBO registry in order to fight against money laundering.

Who is concerned? Companies, (international) not-for-profit associations, trusts, foundations and other similar forms of legal entities that have been created in Belgium are obliged to register their UBOs in the register. Entities whose registered office is situated in another EU member state shall communicate the information to the UBO Registry of that member state.

What is a UBO? In relation to companies, the Ultimate Beneficial Owners are the individuals who directly or indirectly ultimately own or control the relevant company. In relation to not for profit associations or foundations, the UBO are i) the directors, ii) the persons entitled to represent the association or in charge of its day-to-day management;  iii) the individuals or, where they have not yet been designated, the category of individuals in whose interest the association or foundation has been created or operates; and iv) any other individual exercising by other means the ultimate control of the (international) association or foundation.

What kind of information should be indicated in the Registry? The following information must be communicated for each UBO:  name, date of birth, nationality, address, national number, when she/he became a UBO. Some additional information may be requested in certain cases.

Such information must to be kept up to date. The first registration as well as any changes can be done by the legal representative of the relevant company/not for profit association.

For how long is this information kept in the Registry? The information is kept in the Belgian Registry for a 10-year period.

Who can access the Registry? Competent authorities (including tax authorities) will have access to the information recorded in the Registry. The Registry will also be publicly accessible, however, certain information (such as the first name, the day of birth, full address and National Register number or equivalent of the ultimate beneficial owner) will not be available to the general public.

Are there any possibilities not to appear in this Registry? Yes, a derogation can be asked to the General direction of the treasurer in order to restrict, completely or in part, access to the information provided in relation to a UBO. In order to benefit of such derogation, the UBO must demonstrate in his/her request that he/she incurs a disproportionate risk, fraud risk, risk of blackmail, extortion, harassment, violence or intimidation. A restriction on access to information is also available for UBOs who are minors or incapacitated.

What if I do not register the UBO of my legal entity? In case of infringement of the provisions relating to the identification of UBOs and the communication of such information, legal entities may be subject to an administrative fine that varies between € 250 and € 50,000.

When should I register the UBO? The delay to register the information has been extended until 31 March 2019. Then, any changes to the register must be made within the month when the information is known or has been modified.

For further information about the UBO Registry and related obligations, feel free to contact our Brussels based partner Giulia Mauri at giulia.mauri@pierstone.com .