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Ultimate Beneficial Owner

Legal entities are required to register their UBO
by 13 July 2020

Have you already registered your Ultimate Beneficial Owner?

The UBO Register (Ultimate Beneficial Owner Register) is a new requirement imposed on businesses as a direct result of the 4th Anti Money Laundering Directive. Every EU member state must establish a UBO Register.

How to identify UBOs?

Identification of the beneficial owner of a company may be a difficult task since corporate structures tend to be vastly different, complex and varying greatly in depth. Furthermore, the challenge of singling out a beneficial owner is exacerbated by each European Union member state having leeway in providing a definition of beneficial owner and rules for operation of its UBO Register. Hence it is of paramount importance to be familiar with the Polish provisions and definitions included in the Polish Anti-Money Laundering and Counter Terrorist Financing Act.

Who is the beneficial owner?

In accordance with the legal definition, the beneficial owner is a natural person (or persons):

  • Who exercises direct or indirect control over the company through their powers resulting from legal or factual circumstances enabling them to exercise a decisive influence over the company’s activities


  • On whose behalf business relationships are established or an occasional transaction is carried out.

In the case of a limited-liability company, the beneficial owner is a natural person who meets at least one of the following criteria:

  • Directly or indirectly owns more than 25% of the share capital
  • Directly or indirectly holds more than 25% of voting rights in the company’s constitutive body
  • Exercises control (including joint or indirect control) over more than 25% of the shares or voting rights in the company (including based on a pledge, usufruct or other agreement with persons entitled to voting rights in the company)
  • Exercises control as a parent entity (in accordance with the legal definition indicated in the Polish Accounting Act).

If the criteria above do not enable identification of the beneficial owner, then the beneficial owner is identified with the natural person who holds a senior management position.

What is the consequence of not complying with the UBO Register requirement?

The maximum penalty that may be imposed as a result of failure to file with the UBO Register by the prescribed deadline is PLN 1,000,000.

Furthermore, given the magnitude of EU-wide provisions and transnational nature of the beneficial owner concept, providing false information in the context of beneficial owners is heavily penalized, with responsibility lying primarily with the persons representing the company in the process of filing the application to the UBO Register. Consequently, only a complete and well-documented procedure of identification of the beneficial owner can ensure adherence to the Polish UBO Register regime and safeguard the company from the risks of non-compliance.

How can we support you in identification and verification of ultimate beneficial owners?

We will be happy to provide you with comprehensive support connected with entry in the UBO Register.

With regard to proper identification of the ultimate beneficial owner, we offer two manners of support:

  • Simplified analysis, in which we identify the company’s UBO based on the structure chart and the client’s information
  • In-depth identification and verification, in which we identify the company’s UBO by performing a comprehensive analysis of the client’s corporate documents.

With regard to the process of entry in the Polish UBO Register, we can offer:

  • Obtaining the proper electronic signature necessary to file with the Polish UBO Register
  • Comprehensive support in UBO registration, covering preparation of the application to be uploaded to the UBO Register.

When is the deadline for UBO registration?

All entities subject to the UBO Register obligation, incorporated in Poland before 13 October 2019, must be entered in the Polish UBO Register by 13 July 2020.

  • If the data in the Polish UBO Register change, the entry must be updated in the register within 7 days.
  • Entities subject to entry in the UBO Register but incorporated on or after 13 October 2019, must complete the process within 7 days from the company’s entry in the Polish National Court Register.

Public access to beneficial ownership information

All of the data will be public and freely accessible in order to be used globally.

The entry will include:

1. Information about the company

  • Company name
  • National Court Register (KRS) number
  • Tax number (NIP)

2. Information about the company’s UBO:

  • First and last name
  • Citizenship
  • Country of residence
  • PESEL personal no. (or date of birth for persons not holding a PESEL no.)
  • Specification of beneficial owner’s rights/privileges
  • Extent of beneficial owner’s rights/privileges

The register and the procedure of registration are at this moment available only in Polish language.



Professional Support in the Ultimate Beneficial Owner registration in Poland.


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