The opening of the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies has been temporarily postponed

What has happened recently in the above regard?

A Statutory Instrument (No 110 of 2019) (the Regulations) was signed into law in Ireland on 22 March 2019 to, amongst other things, establish a Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (the Central Register).

Many Irish corporate entities are, since 15 November 2016, required to maintain internal registers containing details of their beneficial ownership information. The Regulations now impose an obligation on a relevant entity to file its beneficial ownership information in the Central Register which is to be maintained by the “Registrar of Beneficial Ownership of Companies and Industrial Provident Societies” (the Registrar).

The Regulations envisage the Registrar to be appointed by the Minister for Enterprise, Business and Innovation; it is expected that the Registrar of Companies of the Companies Registration Office will be so appointed.

An information website has been launched at www.rbo.gov.ie.

 

What are the important upcoming dates to note?

22 June 2019 was to be the date on which the Central Register was to open – the opening of the Central Register has been postponed temporarily and we are advised via the Companies Registration Office that updates will be provided by means of the CRO newsletter, the RBO website, emails to stakeholders and through the RBO twitter account.

We will update clients as soon as updates are available on the opening of this Central Register.

 

How do you file on the Central Register?

It is expected that the filing of beneficial ownership details on the Central Register will be done only by entering the required information for each beneficial owner through an on-line portal and that there will be no fee for filing; filing will not be possible on paper, by post, by email or other form.

What information must be filed on the Central Register?

The information to be filed on the Central Register includes:

  • the name, date of birth, nationality and residential address of each beneficial owner of the entity
  • a statement of the nature and extent of the interest held, or the nature and extent of control exercised by each beneficial owner
  • for verification, the PPS number of each beneficial owner to whom such a number has been assigned (note the Regulations provide that the Registrar shall not disclose the PPS number and can only store a “hashed version” from which the PPS number cannot be determined)

What happens if a relevant entity does not comply with the Regulations?

If a relevant entity does not comply with the Regulations – for example, by failing to deliver the prescribed information to the Registrar – it commits an offence and is liable (1) on summary conviction to a class A fine (i.e. a fine up to €5,000) or (2) on conviction on indictment, to a fine of up to €500,000.00

 

Who can access the information on the Central Register?

Unrestricted Access

Certain people will have unrestricted access to the Central Register – certain members of An Garda Síochana, the Revenue Commissioners, the Financial Intelligence Unit and the Criminal Assets Bureau. Members of staff of a competent authority who is engaged in the prevention, detection or investigation of possible money laundering or terrorist financing, shall also have unrestricted access.

Restricted Access

A “designated person” will have a right to access some information on the Central Register when a relevant entity enters into an “occasional transaction” (i.e. a transaction in relation to which the designated person has to apply customer due diligence measures) or forms a business relationship with a designated person. A “designated person” includes for example a financial institution, an auditor, an accountant or tax adviser. A member of the public may also inspect similar information to the designated person (such information includes the name, year of birth, country of residence and nationality of each beneficial owner of a relevant entity and a statement of the nature and extent of the interest held, or nature and extent of control exercised, by each beneficial owner).

**********************************************************************************

We can help!

Should you require any information or assistance or advices regarding the Regulations (2019) or the EU (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2016 or any related legislation and your obligations thereunder, please contact your usual Crowley Millar contact or:

Emma Cafferky, Senior Associate, Corporate Department (emmac@crowleymillar.com), or

Neil Millar, Solicitor, Corporate Department (neil@crowleymillar.com)

**********************************************************************************

Crowley Millar Disclaimer: This is a general information note and is intended for brief guidance and information only. It does not constitute legal advice and should not be regarded as a substitute for legal or other professional advices.  Such advice should always be taken before acting on any of the matters referenced in this information note.