ULTIMATE BENEFICIAL OWNER
- Any person who owns or ultimately controls the company through direct or indirect ownership
- Whoever owns at least 25% of the entity’s share capital or has 25% or more of the voting rights
- Whoever holds the right, directly or indirectly, to appoint or remove majority of the board of directors
- Whoever has the right to exercise, or actually exercises, significant influence or control over the corporate body
- Whoever exercises ultimate control over the management or controls the corporate body
- If shares or rights are held by a nominee, then UBO will be a person for whom the nominee is acting.
- If the nominee is acting for a legal entity, then UBO will be the person who exercises ultimate control over the legal entity.
- For a partnership, UBO is any individual who holds 25% or more of the capital of the partnership or has 25% or more of the voting rights of the partnership.
- For a trust, UBO includes settlor, trustees, beneficiaries and any individual who has control over a trust.
All companies in the UAE, both mainland and free zone must keep at their office premises:
- Partners or Shareholders Register(PSR)
- Real Beneficiary Register (RBR)
- Register of Nominee Directors
EXCEPTION TO UBO RULES
Applies to all the entities in the mainland as well as the companies in the free zones except the following,
- Companies Registered in Financial Free Zones (DIFC, ADGM)
- Companies owned by the Federal government & its Subsidiaries
The companies registered in the UAE are required to create a UBO register that contains the following information on the Real Beneficiary :
- Full name, nationality and date and place of birth, place of residence and address
- Passport or ID number
- Date and basis on which the person became a UBO
- The date on which the person ceased to be a UBO
- Companies are required to keep the register updated constantly.
- Companies must notify the Registrar of any change or amendment to the information provided within 15 days of such change or amendment.
- Companies must designate a person with whom the Registrar can communicate about any disclosure.
- The companies that are listed in stock exchanges or companies that are owned by listed companies should rely on the disclosures they have already made to the stock exchanges. They are not needed to make separate notifications concerning the UBO.
- UBO law applies to the companies under liquidation. If a company is under dissolution or liquidation, the official liquidator should provide a true copy of the updated UBO register to the Registrar within 30 days of the liquidator’s appointment.
DUE DATE FOR SUBMITTING UBO DECLARATION
27 October 2020