The duty to register ultimate beneficial owners applies to all types of commercial companies and partnerships except for professional partnerships,
and thus general partnerships, limited partnerships, joint-stock limited partnerships, limited-liability companies, joint-stock companies (except for public companies), and simple stock companies.
How to establish 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 the powers resulting from legal or factual circumstances enabling exercise of a decisive influence over the company’s activities.
- A natural person (or persons) 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 in the Accounting Act).