Establishment of UBO Register for Companies and Trusts – 4th and 5th AML (EU) Directive
On December 16th, 2020, the Council of Ministers decided to transpose the 4th Anti-Money Laundering Directive (EU/2015/849) to the national legislation. This new AML Law amendment shall essentially implement the central register of ultimate beneficial owners (UBO Register).
The Council of Ministers during its meeting on 16/12/2020 decided and passed into the law the following:
Based on the above, the Department of the Registrar of Companies has announced that the collection of information will commence on 16/03/2021. From this date, the companies will be granted a period of six months for recording in the system the information concerning the real beneficiaries i.e. physical persons holding more than 25% of beneficial interest in the legal entity.
As per the 5th AML Directive (EU/2018/843) provisions, the system must be open to the public and in this respect any person or governmental authority may have access to get information on the ultimate beneficial owners (more than 25%) of companies.
The UBO Register, in its current form, will be accessible only by the competent authorities having a legitimate interest and upon submission of a formal request at the Registrar. In its final form, it is expected to be accessible to not only the competent authorities but also to certain types of professionals such as lawyers, bankers and accountants, who are obliged for conducting due diligence as required by the Anti-Money Laundering regulations.
The 5th AML (EU) Directive expands the requirement to keep a central UBO Register for Trusts. In this case, the Trustees of a particular Trust are obliged to disclose in the register to be created, the ultimate beneficiaries of the Trust.
The Register for Trusts will not be open to the public. Only the authorities and persons that can demonstrate legitimate interest and proving same through relevant procedure to be implemented may have access to the Registry for Trusts.
The conditions for the legitimate interest must be defined in the law by each Member State.
Based on the above-mentioned decision of the Council of Ministers, it is expected that relevant provisions and system must be set up for the Trust structures as well.