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Beneficial Owner Register Law


Luxembourg passes Beneficial Owner Register Law on 13 January 2019

The Law of 13 January 2019 (the “Law”) establishing a Beneficial Owner Register (“RBE”) was published on 15 January 2019.

The aim of the RBE is the record-keeping and the provision of information about the beneficial owners of entities (companies) registered at the Luxembourg Trade and Companies Register, referred to in Article 1st, section 2 to 15 of the Law of 19 December 2002 about the Trade and Companies Register, the book keeping and the annual accounts of companies. Natural persons performing business activities are out of scope.

The Law enters into effect on 1st March 2019.

From that date, concerned entities have six (6) months in which to comply with their new legal obligations.

The RBE is monitored by the Luxembourg Business Registers (“LBR“).

As per Article 3 of the Law, all registered entities must provide the information listed below (except for those whose securities are traded on a regulated market in Luxembourg, in an EU Member State or in an assimilated country, in which case those entities register solely the name of the regulated market on which their securities are traded) :

1. Last name (s) ;
2. First name(s) ;
3. Nationality/ies ;
4. Birth day ;
5. Birth month ;
6. Year of birth ;
7. Place of birth ;
8. Country of residence ;
9. Exact home or professional address ;
10. National Natural Persons Registry (Registre national des personnes physiques) number, as applicable ;
11. Foreign identification number, as applicable ;
12. Type(s) of interest(s) beneficially owned ; and
13. Extent of interest(s) beneficially owned.

National authorities will have unlimited access to all the information listed in the RBE, for the performance of their duties. (National authorities are defined under Article 1st, point 5 of the Law as prosecutorial and law enforcement authorities, the financial sector supervisory authority (“CSSF”), the insurance supervisory authority, the tax, customs, registration, title and VAT authorities, among others…).

Also, anyone shall have access to the information being listed under points 1 to 8, 12 and 13 referred to in Article 3.

The filing, registration process, rules of access for consultation and selection criteria will be detailed in a Grand-Ducal Regulation.

Consultation of the information shall remain confidential, neither the entities nor the beneficial owners will be informed about it.

Under exceptional circumstances, and by providing proof thereof, an entity may request limitation of access to the RBE to the national authorities only, when such access would expose the beneficial owner(s) to the risks of fraud, kidnapping, blackmail, violence or intimidation, or when the beneficial owner is a minor or incompetent.

Moreover, registered entities will be required to obtain and keep at their registered office current, accurate and constantly updated information on their beneficial owners.

In case of infraction of the Law, particularly if an entity does not send its request for registration to the LBR by the required deadline, or does not keep the required information at its registered office, it is subject to the criminal sanction of a fine ranging from EUR 1.250 to EUR 1.250.000.

Access for consultation shall become available following the expiration of the delay of six (6) months mentioned above.

The firm remains available to provide further information and assistance to companies with regard to their new legal obligations.

 

 

 

 

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