Launch of the Central Bank’s register of beneficial ownership

Background

Articles 30 and 31 of the AMLD4 require the Member States to ensure that corporate entities and trusts obtain and hold information on their beneficial ownership and report that information to a central register. In Ireland, these obligations are set out in:

• The European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2019 (the Corporate Regulations); and
• The European Union (Anti-Money Laundering: Beneficial Ownership of Trusts) Regulations 2019 (the Trusts Regulations).

The Minister for Finance has now made the 2020 Regulations, which apply to applicable financial vehicles, which can be:

• an Irish collective asset-management vehicle;
• a unit trust; or
• a credit union.

The 2020 Regulations are structured as a series of amendments to the Corporate Regulations, but only insofar as they apply to applicable financial vehicles.

2020 Regulations

Some of the key provisions of the 2020 Regulations are:

• the management company of a unit trust is responsible for discharging the trust’s duties under the Corporate Regulations;
• in respect of unit trusts, beneficial owner is defined as a natural person holding more than 25% of the units in the trust or a natural person who exercises control over the trust by other means. This is a change from the definition of ‘beneficial owner’ in the Trusts Regulations, which extends to each beneficiary of a trust.; and
• the Central Bank have indicated that Common Contractual Funds registered under the Investment Funds, Companies and Limited Partnerships Act, 2005 and Investment Limited Partnerships registered under the Investment Limited Partnerships Act, 1994 would also be included on the Central Register in due course.

The Register

The central register for applicable financial vehicles will be called the Central Register of Beneficial Ownership of Irish Collective Asset-management Vehicles, Credit Unions and Unit Trusts (the Register) and will be established and maintained by the Central Bank. Applicable financial vehicles will provide their beneficial ownership information to the Register by way of submission through a portal on the Central Bank’s website.

Timing

Applicable financial vehicles established on or before 25 June 2020 must make their first filing by 25 December 2020 and applicable financial vehicles established after 25 June 2020 have 6 months post-incorporation to make their first filing.

In addition to providing this information to the Register, applicable financial vehicles should also ensure that the information maintained within their internal registers is adequate, accurate and up to date.

If you have any further queries, please contact a member of our corporate services team.