Register of Beneficial Ownership
27 Jun 2019
EU law requires that each Member State sets up a central Register of Beneficial Ownership (RBO) for all corporate entities registered in that country. In Ireland the Central Beneficial Ownership Register has now been set up and all Companies are legally required to submit details of their beneficial owners.
The purpose of this Register is to improve corporate trust and transparency in both Ireland and the EU by making it clear to the relevant authorities and the public who ultimately owns and controls Irish Companies and other corporate entities. This is covered under EU Anti Money Laundering legislation.
What is Beneficial Ownership?
Under these EU provisions, a beneficial owner is set out as a natural person who ultimately controls or owns a company through direct or indirect ownership of a sufficient percentage of the shares or voting rights in the company or through control via other means such as shareholder agreements etc.
The sufficient percentage holding of either the shares or voting rights in a company is more than 25%.
Indirect ownership arises where one company is a subsidiary of another or a part of a group of companies, which is ultimately controlled by a natural person. In these cases, the natural person who owns the shares or holds the voting rights in the parent company is listed as the beneficial owner of the subsidiary.
Making the submission
The submission is made on a new website – www.rbo.gov.ie. Here an online form is filled out and the following details are required to be entered for each beneficial owner of the company:
- Forename & Surname
- Date of birth
- Personal Public Service Number (PPSN)
- Residential address
- A statement of the nature of the interest held by each beneficial owner (e.g. controlling shareholder)
- A statement of the extent of the interest held by each beneficial owner (e.g. controller of 26% of shares in company)
- The date on which each natural person was entered in the company's own register as a beneficial owner
- The date of cessation as beneficial owner:
If no person is identified as a beneficial owner of a company then the names and details of the individuals who hold senior management positions in the company must be included on the register.
Each company must file the relevant submission within 5 months from the date the register goes lives. The register was due to go live on June 22nd 2019 meaning all companies must have made the submission by November 22nd2019. *
Newly formed companies must make the relevant submission within 5 months of incorporation.
*As of today’s date, the opening of the RBO has been temporarily suspended. The CRO have indicated that they will issue further updates via newsletters and the RBO website.
Who can access the data?
The Central Register will be a public register with limited data being made available to the public. The information which will be made available for members of the public will be the individual’s name, date of birth, nationality and the nature of their beneficial ownership.
Certain bodies such as the Revenue Commissioners and Gardaí for example will have greater access to the register.