We highlighted the key provisions of the Beneficial Ownership Regulations in our last newsletter. Since then there has been a number of developments including:-
- The RBO website was due to go live on 22nd June 2019 however this was postponed and went live on 29th July 2019
- Companies will now only have 4 months to make the filings on the Central Register
- A new process has been announced regarding beneficial owners that do not have a PPSN which will require a new BEN2 form to be completed
- How this process will work is not yet clarified by the Registrar
Beneficial Owners who do not have a PPSN
The Registrar of Beneficial Ownership is obliged by law to verify the identity of every beneficial owner in order to comply with the EU Directive that requires the register to be “adequate, accurate and current”.
For beneficial owners who have a PPSN, the RBO will verify their identity against data already verified by the Department of Social Protection (DEASP) in respect of that person.
For beneficial owners who do not have a PPSN, the Registrar has determined that the Form BEN2 – Declaration as to Verification of Identity will be the method to be used to verify the person’s identity.
If you do not have an Irish PPSN, then you must apply for an RBO Transaction Number, by means of a Form BEN2 Declaration as to Verification of Identity.
Only one BEN2 is required in respect of each beneficial owner and once this has been processed successfully and an RBO Transaction Number issued by the Registrar, that Number can be used for making future beneficial ownership filings for that person.
Any relevant entity that fails to file a PPSN with the RBO where such a number has been assigned to a beneficial owner, and/or submits a BEN2 application where a PPSN exists for the beneficial owner, will have committed an offence.
The RBO is currently finalising the technical aspects of the BEN2 process and will announce when it is ready !! For more information see Question 12 on the RBO Website.
What Do Practitioners Need to Do?
If you provide corporate services to your clients then you might be asked to assist companies to comply with the Beneficial Ownership Regulations. This may include:-
- Advising clients of the requirements
- Assisting in identifying beneficial owners
- Assisting in drafting notices to the beneficial owners
- Assisting with preparing the internal register
- Registering with https://rbo.gov.ie
- Making filings on Central Register
Things to Consider as a Practitioner?
- The process is not just making the filing on the RBO Register, establishing who the beneficial owners are, sending notices, establishing the internal register are all part of the requirements
- What happens if you are presented with inconsistent information and may have a potential reporting requirement?
- Are you aware of the offence for knowingly filing incorrect information?
- The filing requirement for any change in the beneficial ownership, Directors or Senior Management Officers of a company?
The first step is to advise your clients of the new requirements and the timelines involved and if you haven’t started to look at this now is the time as the deadline for filing (29th November 2019) is in the middle of CRO and Tax Filing Season!!
How Can CLS Help
We can assist companies to prepare the necessary documentation and to make the filings on the RBO Central Register. For more information please contact any one of the team on 059 9186776 or firstname.lastname@example.org
Our CLS Insights aims to bring you practical information and news on Company Law and Company Secretarial. We cover the topics that matter to your business, offer practical tips and the benefit our experience. Please remember this article is a guide and legal advice should always be obtained. If you have any queries please contact one of the team and we would be happy to help.