Internal Beneficial Ownership Register
All companies are required to keep an internal beneficial ownership register. This contains a list of the beneficial owners of the company. For simple company structures, a beneficial owner is a person who owns or controls more than 25% of the shares of a company. For more complicated company structures it will be necessary to review direct and indirect ownership of shares, voting rights etc.
The internal register should hold the following information about each beneficial owner:
- Full name
- Date of birth
- Residential address
- % shares or other interest in the company or extent of control
- Date on which the person was entered into the register as a beneficial owner
- Date on which the person ceased to be a beneficial owner
If requested, a company must provide any member of the Garda Síochána, the Revenue Commissioners, a competent authority, the Criminal Assets Bureau or an inspector appointed under section 764(1) of the Companies Act 2014 with timely access to its internal beneficial ownership register.
Companies are now required to input the details from their internal register to a new online central register by 22 November 2019.
The purpose of the Central Register of Beneficial Ownership (RBO) is to improve corporate trust and transparency in Ireland by making it clear who ultimately owns and controls Irish companies. It is hoped it will help to deter money laundering and terrorist financing and to help sanction those who hide their ownership or control of Irish companies to facilitate illegal activities.
After the initial entry of information on the register, if there are any changes to the beneficial owners, the company must update the RBO within 14 days.
The full PPS number of a beneficial owner will not be stored on the central register, only a “hashed” version.
A number of bodies will have access to the central register such as the Garda Síochána, the Financial Intelligence Unit Ireland, the Criminal Assets Bureau and the Revenue Commissioners.
Members of the public can access the register in a similar way as conducting a company search with the CRO. They have a right of access to the following information on beneficial owners:
- Full name
- Date of birth
- Country of residence
- % shares or other interest held or the extent of control
There are restrictions on accessing information about beneficial owners who are minors.
Failure to comply with the regulations is an offence and can lead to fines of up to €5,000 on summary conviction. Therefore it is important to ensure you have an internal register on file and that you input the information on the central register by 22 November 2019.