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Regulatory Obligations

The European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2019 (the “2019 Regulations”) came into effect on the 22nd March 2019 and apply to all Funds and Management Companies (“ManCos”).

You can download a pdf version of our Beneficial Ownership Register Services – ICAVs and Unit Trusts and our Services brochure here

There is no change to the definition of “beneficial owner” as set out previously:

  • Any natural person who ultimately owns or controls (either directly or indirectly) a corporate entity through ownership of over 25% of the shares or voting rights, or through control via other means.
  • Where there is no natural person identified as a beneficial owner as defined above, the persons holding the positions of “senior managing officials” shall be identified as the beneficial owners. Senior managing officials include Fund/ManCo directors.
2019 Regulations – New Requirements Operation of Central Register
  • The establishment of a central register of beneficial ownership (“RBO”) on which all Funds/ManCos must file their beneficial ownership information.
  • In addition to the existing required information for each beneficial owner, the 2019 Regulations introduce a new requirement to obtain the PPS number where one has been issued. The PPS number will not be available for inspection. Beneficial owners without a PPS number will be obliged to complete a BEN2 form as verification of identity. The BEN2 form contains a declaration, which must be solemnly declared to be true, verified, witnessed and signed by a notary public.
  • The 2019 Regulations provide for the establishment of the RBO. The RBO opened on 29th July 2019.
  • Funds/ManCos incorporated after the establishment of the RBO will have five months from the date of incorporation to make their first filing.
  • There is an obligation on all Funds/ManCos to keep beneficial ownership information in the RBO accurate and current and all changes must be filed within 14 days.
  • A separate register has been established for ICAVs and Unit Trusts to file their beneficial ownership information which will be held with the Central Bank of Ireland.
 Access to Central Register  Offences
  •  The following will have unrestricted access (except for PPS numbers):
    • The Irish Police
    • Financial Intelligence Unit Ireland
    • The Revenue Commissioners
    • The Criminal Assets Bureau
    • Other State Competent Authorities
  • Restricted access is granted to members of the public subject to a €2.50 administration fee per RBO report.
  •  A Fund/ManCo who fails to comply with the 2019 Regulations may be liable to a Class A fine or, on indictment, a fine not exceeding €500,000.
  • A custodial sentence of a term not exceeding 12 months may also be imposed.

KBA offers the provision of suitably qualified professionals dedicated exclusively to anti-money laundering, countering the financing of terrorism and financial sanctions (“AML/CFT/FS”) compliance to ensure Funds/ManCos are in compliance with the 2019 Regulations both in respect of the initial filing, ongoing monitoring and filing of changes.

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